No Further Action Needed. Except as disclosed in Schedule 3.4, or as will be obtained prior to the Closing Date: (a) no consent, authorization, approval, order, license, certificate, or permit of or from, or declaration or filing with, any federal, state, local or other governmental authority or any court or other tribunal is required by IPC for the execution, delivery and/or performance of this Agreement, and (b) no consent of any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which IPC is a party, or to which it or any of its properties or assets are subject, is required for the execution, delivery and/or performance of this Agreement, other than has been obtained, or will be obtained, prior to the Closing Date.
No Further Action Needed. No consent, authorization, approval, order, license certificate, permit, declaration or filing with any Federal, State, Local or other governmental authority or any Court or other tribunal is required by Inamco. Nor is any consent of any party to any agreement, arrangement or understanding to which any of its assets are subject, required for execution of this agreement.
No Further Action Needed. No consent, authorization, approval, order, license, certificate, or permit of or from, or declaration or filing with, any federal, state, local or other governmental authority or any court or other tribunal is required by Holdco for the execution, delivery and/or performance of this Agreement.
No Further Action Needed. No consent, authorization, approval, order, license, certificate, or permit of or from, or declaration or filing with, any federal, state, local or other governmental authority or any court or other tribunal is required by ROLINA and/or the SHAREHOLDER, for the execution, delivery and/or performance of this Agreement. No consent of any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which ROLINA and/or the SHAREHOLDER is a party, or to which they or any of their respective properties or assets are subject, is required for the execution, delivery and/or performance of this Agreement (except as to any such consent referred to on Schedule 3.3 annexed hereto, which consents will be delivered to SOFTWARE prior to the Closing). The execution, delivery and performance of this Agreement will not (i) violate, result in a breach of, conflict with, or entitle any party to terminate or call a default under any term of any contract, agreement, instrument, lease, license, arrangement, or understanding whereby ROLINA and/or the SHAREHOLDER is a party to or (ii) violate or result in a breach of any term of the Certificate of Incorporation (or other charter document) or by-laws of ROLINA; (iii) violate, result in a breach of, or conflict with any law, rule, regulation, order, judgment, decree or agreement binding on ROLINA and/or any of the SHAREHOLDER or to which any of its or his operations, business, properties or assets are subject; and/or (iv) cause or give any person grounds to cause (with or without notice, the passage of time, or both), the maturity of any liability or obligation of ROLINA and/or any of the SHAREHOLDER to be accelerated or will increase any such liability or obligation.
No Further Action Needed. No consent, authorization, approval, order, license certificate, permit, declaration or filing with any Federal, State, Local or other governmental authority or any Court or other tribunal is required by Omni. Nor is any consent of any party to any agreement, arrangement or understanding to which any of its assets are subject, required for execution of this agreement.
No Further Action Needed. Except as set forth in SCHEDULE 3.4: (a) no consent, authorization, approval, order, license, certificate, or permit of or from, or declaration or filing with, any federal, state, local or other governmental authority or any court or other tribunal is required by Multi for the execution, delivery and/or performance of this Agreement; (b) no consent of any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which Multi is a party, or to which it or any of its properties or assets are subject, is required for the execution, delivery and/or performance of this Agreement; (c) The execution, delivery and performance of this Agreement will not (i) violate, result in a breach of, conflict with, or entitle any party to terminate or call a default under any term of any contract, agreement, instrument, lease, license, arrang ement, or understanding whereby Multi is a party to, or (ii) violate or result in a breach of any term of the Certificate of Incorporation (or other charter document) or by-laws of Multi; (iii) violate, result in a breach of, or conflict with any law, rule, regulation, order, judgment, or decree binding on Multi or to which any of its operations, business, properties or assets are subject; and/or (iv) cause or give any person grounds to cause (with or without notice, the passage of time, or both), the maturity of any liability or obligation of Multi to be accelerated or will increase any such liability or obligation.
No Further Action Needed. There are no consents, authorizations, approvals, orders, licenses, certificates, or permits of or from, or declarations or filings with, any federal, state, local or other governmental authority or any court or other tribunal required by Whitestone, for the execution, delivery and/or performance of this Agreement. No consent of any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which Whitestone is a party, or to which it or any of its properties or assets are subject, is required for the execution, delivery and/or performance of this Agreement (except as to any such consent of Whitestone's Board of Directors, which consent will be delivered to Proformix and the Shareholders on or prior to the Closing Date). The execution, delivery and performance of this Agreement will not (i) violate, result in a breach of, conflict with, or entitle any party to terminate or call a default under any term of any contract, agreement, instrument, lease, license, arrangement, or understanding whereby Whitestone is a party to, (ii) violate or result in a breach of any term of the Certificate of Incorporation (or other charter document) or by-laws of Whitestone; (iii) violate, result in a breach of, or conflict with any law, rule, regulation, order, judgment, or decree binding on Whitestone or to which any of its operations, business, properties or assets are subject; and/or (iv) cause or give any person grounds to cause (with or without notice, the passage of time, or both), the maturity of any liability or obligation of Whitestone to be accelerated; nor will it increase any such liability or obligation.
No Further Action Needed. No consent, authorization, approval, order, license, certificate, or permit of or from, or declaration or filing with, any federal, state, local or other governmental authority or any court or other tribunal is required by Proformix, for the execution, delivery and/or performance of this Agreement. No consent of any party to any contract, agreement, instrument, lease, license, arrangement. or understanding to which Proformix is a party, or to which it or any of its properties or assets are subject, is required for the execution, delivery and/or performance of this Agreement. The execution, delivery and performance of this Agreement will not (i) violate, result in a breach of, conflict with, or entitle any party to terminate or call a default under any term of any contract, agreement, instrument, lease, license, arrangement, or understanding to which Proformix is a party to, or (ii) violate or result in a breach of any term of the Certificate of Incorporation (or other charter document) or by-laws of Proformix; (iii) violate, result in a breach of, or conflict with any law, rule, regulation, order, judgment, or decree binding on Proformix or to which any of its respective operations, business, properties or assets are subject; and/or (iv) cause or give any person grounds to cause (with or without notice, the passage of time, or both), the maturity of any liability or obligation of Proformix to be accelerated or which will increase any such liability or obligation.
No Further Action Needed. There are no consents, authorizations, approvals, orders, licenses, certificates, or permits from any governmental authority required by Royal for the performance of this Agreement. Nor will the execution, delivery and performance of this Agreement violate, breach or conflict with any instrument or contractual obligation to which Royal is a party.
No Further Action Needed. No consent, authorization, approval, order, license, certificate, permit, declaration or filing with, any federal, state, local or other governmental authority or any court or other tribunal is required by the Company for the execution, delivery or performance of this Agreement by the Company. No consent of any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which the Company is a party, or to which it or any of its properties or assets are subject, is required for the execution, delivery or performance of this Agreement. The execution, delivery and performance of this Agreement will not violate, result in a breach of, conflict with, or entitle any party to terminate or call a default under any term of any contract, agreement, instrument, lease, license, arrangement, or understanding whereby the Company is a party to, or violate or result in a breach of any term of the Certificate of Incorporation (or other charter document) or by-laws of the Company, or violate, result in a breach of, or conflict with any law, rule, regulation, order, judgment, or decree binding on the Company or to which any of its operations, business, properties or assets are subject.
