Common use of No Defaults or Violations Clause in Contracts

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 45 contracts

Samples: Underwriting Agreement (Semitool Inc), Underwriting Agreement (Smartdisk Corp), Underwriting Agreement (Sage Inc/Ca)

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No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any material indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 7 contracts

Samples: Underwriting Agreement (Keynote Systems Inc), Underwriting Agreement (Keynote Systems Inc), Underwriting Agreement (Keynote Systems Inc)

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or charter, by-laws, or other organizational document (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change and except as otherwise disclosed in the most recent Preliminary Prospectus and the Prospectus. All stockholder consents or approvals for acts requiring such consents or approvals have been obtained by the Company.

Appears in 6 contracts

Samples: Underwriting Agreement (American Capital Strategies LTD), Underwriting Agreement (American Capital, LTD), Underwriting Agreement (American Capital Strategies LTD)

No Defaults or Violations. Neither the Company nor any its subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 6 contracts

Samples: Underwriting Agreement (TTM Technologies Inc), Underwriting Agreement (Resourcephoenix Com), Underwriting Agreement (Centra Software Inc)

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, ; regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its their respective properties, as applicable, except any such violation violations or default defaults which would not, singly or in the aggregate, result in a Material Adverse Change or except as otherwise disclosed in the Prospectus.

Appears in 3 contracts

Samples: Underwriting Agreement (Ibasis Inc), Underwriting Agreement (Ibasis Inc), Underwriting Agreement (Ibasis Inc)

No Defaults or Violations. Neither the Company nor any subsidiary either of the Subsidiaries is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is properties are subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary Subsidiary or any of its properties, as applicable, except for any such violation violations or default which would defaults that do not and will not, singly or in the aggregate, result in have a Material Adverse Change except as otherwise disclosed in the ProspectusEffect.

Appears in 2 contracts

Samples: Underwriting Agreement (Netsolve Inc), Netsolve Inc

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, ; regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its their respective properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change or except as otherwise disclosed in the Prospectus.

Appears in 2 contracts

Samples: Underwriting Agreement (Ibasis Inc), Underwriting Agreement (Ibasis Inc)

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its their respective properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change or except as otherwise disclosed in the Prospectus.

Appears in 2 contracts

Samples: Underwriting Agreement (Ibasis Inc), Underwriting Agreement (Charlotte Russe Holding Inc)

No Defaults or Violations. Neither the Company nor any subsidiary of its subsidiaries is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary any of its subsidiaries or any of its or their properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the ProspectusChange.

Appears in 2 contracts

Samples: Underwriting Agreement (Extricity Inc), Extricity Inc

No Defaults or Violations. Neither the The Company nor any subsidiary is not in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 2 contracts

Samples: Underwriting Agreement (Isky Inc), Lifeminders Com Inc

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change and except as otherwise disclosed in the Prospectus.

Appears in 2 contracts

Samples: Underwriting Agreement (Vixel Corp), Integrated Information Systems Inc

No Defaults or Violations. Neither the Company nor any subsidiary of its subsidiaries is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 2 contracts

Samples: Underwriting Agreement (Elantec Semiconductor Inc), Insmed Inc

No Defaults or Violations. Neither the Company nor any subsidiary the Subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or is bound or to which its property is subject subject, or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary the Subsidiary or any of its respective properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Orderly Marketing Agreement (Keryx Biophamaeuticals Inc)

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter articles or by-lawsbylaws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or by which it is bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the ProspectusChange.

Appears in 1 contract

Samples: Underwriting Agreement (Plexus Corp)

No Defaults or Violations. Neither the The Company nor any subsidiary is not in violation or ------------------------- default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Lifeminders Com Inc)

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change Effect except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Convergent Group Corp)

No Defaults or Violations. Neither the Company nor any subsidiary of its subsidiaries is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary subsidiaries or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change Effect, except as otherwise disclosed in the ProspectusProspectuses.

Appears in 1 contract

Samples: Underwriting Agreement (Opus360 Corp)

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-by- laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Arthrocare Corp)

No Defaults or Violations. Neither None of the Company Company, any Acquired Entity nor any subsidiary of the Company or any Acquired Entity is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company Company, such Acquired Entity or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the ProspectusProspectuses.

Appears in 1 contract

Samples: Underwriting Agreement (Healthstream Inc)

No Defaults or Violations. Neither Except as otherwise disclosed in the Prospectus, neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Firepond Inc)

No Defaults or Violations. Neither the Company nor any subsidiary of its subsidiaries is in violation or default of (i) any provision of its articles of association, charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Verisity LTD)

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter Certificate of Incorporation or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) to the Company's knowledge any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Mpath Interactive Inc/Ca)

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-by- laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change and except as otherwise disclosed in the ProspectusFinal Circular.

Appears in 1 contract

Samples: Purchase Agreement (E Trade Group Inc)

No Defaults or Violations. Neither None of the Company nor any subsidiary of the Founding Companies is in violation or default of (i) any provision of its respective charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it the Company or any of the Founding Companies is a party or bound or to which its property is their respective properties are subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary any of the Founding Companies or any of its their respective properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Directchef Inc

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any for such violation violations or default defaults, if any, which would could not, singly or in the aggregate, reasonably be expected to result in a Material Adverse Change except as otherwise disclosed in the ProspectusChange.

Appears in 1 contract

Samples: Underwriting Agreement (Interep National Radio Sales Inc)

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would notnot reasonably be expected to, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Fibernet Telecom Group Inc\)

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or charter, by-laws, or other organizational document (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would could not, singly or in the aggregate, reasonably be expected to result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: American Capital Strategies LTD

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change material adverse change and except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Emerge Interactive Inc)

No Defaults or Violations. Neither the Company nor any its subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such the subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Navisite Inc)

No Defaults or Violations. Neither the Company nor any subsidiary Active Subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary Active Subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, reasonably be expected to result in a Material Adverse Change or except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Visible Genetics Inc)

No Defaults or Violations. Neither the The Company nor any subsidiary is and its subsidiaries are not in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary its subsidiaries or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Discovery Partners International Inc

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No Defaults or Violations. Neither the Company nor any subsidiary is in violation of or default of under: (i) any provision of its charter or by-by- laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject subject; or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable; except in each case, except for any such violation or ------ -- ---- ---- default which would not, singly or in the aggregate, result in a Material Adverse Change Change, except as otherwise disclosed in or contemplated by the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Intercept Group Inc)

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in have a Material Adverse Change Effect on the Company and except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Landrys Restaurants Inc)

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, reasonably be expected to result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Caldera Systems Inc)

No Defaults or Violations. Neither the Company nor any subsidiary of its subsidiaries is in violation or default of of: (i) any provision of its charter or by-laws, ; (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject subject; or (iii) any statute, law, rule, law or rule applicable to the Company or any regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority agency having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, reasonably be expected to result in a Material Adverse Change except as otherwise not specifically disclosed in the ProspectusProspectus Supplement.

Appears in 1 contract

Samples: Underwriting Agreement (Orchid Biosciences Inc)

No Defaults or Violations. Neither the Company nor any subsidiary either Subsidiary is in violation or default of (i) any provision of its charter articles or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary either Subsidiary or any of its their respective properties, as applicable, except any such violation or default which that would not, singly or in the aggregate, result in a Material Adverse Change or except as otherwise disclosed in the each Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Delano Technology Corp)

No Defaults or Violations. Neither the Company nor any its subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation violations or default defaults which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Rudolph Technologies Inc

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or by which it is bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the ProspectusChange.

Appears in 1 contract

Samples: Computer Access Technology Corp

No Defaults or Violations. Neither the Company nor any subsidiary of its subsidiaries is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or any such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Chordiant Software Inc)

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter articles of incorporation or by-lawslaws or operating agreement, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Cobalt Group Inc)

No Defaults or Violations. Neither the Company nor any subsidiary either of its subsidiaries is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Centra Software Inc)

No Defaults or Violations. Neither the Company nor any subsidiary the Subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or is bound or to which its property is subject subject, or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary the Subsidiary or any of its respective properties, as applicable, except any such violation or default which as would not, singly individually or in the aggregate, result in reasonably be expected to have a Material Adverse Change except as otherwise disclosed in the ProspectusEffect.

Appears in 1 contract

Samples: Keryx Biopharmaceuticals Inc

No Defaults or Violations. Neither the Company nor any subsidiary of the Subsidiaries is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is properties are subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary Subsidiary or any of its properties, as applicable, except for any such violation violations or default which would defaults that do not and will not, singly or in the aggregate, result in have a Material Adverse Change except as otherwise disclosed in the ProspectusEffect.

Appears in 1 contract

Samples: Underwriting Agreement (Netegrity Inc)

No Defaults or Violations. Neither the The Company nor any subsidiary is not in violation or default of (i) any provision of its charter or by-laws, ; (ii) the terms of any material indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject subject; or (iii) any statute, law, rule, regulation, judgment, order or decree of any federal, state, local or foreign court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Edutrades, Inc.

No Defaults or Violations. Neither the Company nor any its subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change and except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: TTM Technologies Inc

No Defaults or Violations. Neither the Company nor any subsidiary is in violation of or default of under (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Carreker Corp)

No Defaults or Violations. Neither the Company nor any subsidiary the Subsidiaries is in violation or default of (i) any provision of its charter or by-lawslaws or operating agreement, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it the Company or any Subsidiary is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary the Subsidiaries or any of its their properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Lowestfare Com Inc)

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-lawslaws or partnership agreement, as applicable, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly individually or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Abgenix Inc)

No Defaults or Violations. Neither the Company nor any subsidiary the Subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary the Subsidiary or any of its their respective properties, as applicable, except any such violation or default which that would not, singly or in the aggregate, result in have a Material Adverse Change Effect except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (C-Bridge Internet Solutions Inc)

No Defaults or Violations. Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-lawsbylaws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Egain Communications Corp)

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