No Violation; Approvals. Construction of the Improvements will not violate the Permitted Encumbrances nor any zoning, environmental, building code, subdivision or land use ordinance, regulation or law. No approvals are required by the U.S. Environmental Protection Agency or the Department of Housing and Urban Development under the Flood Disaster Act of 1973.
No Violation; Approvals. The execution and delivery by such party of this Agreement and the other agreements to which it is or will become a party pursuant hereto does not, and the performance or observance by such party of the terms, conditions or provisions hereof or thereof will not (i) conflict with or violate any law, regulation or judicial or administrative order by which such party is bound, (ii) conflict with or violate its charter or by-laws, or (iii) conflict with, violate or result in the breach of any agreement or instrument by which such party or its properties is bound. No consent or approval of, giving of notice to, or taking any action in respect of or by, any Federal, state or local governmental authority or agency, or any other person, is required with respect to the execution, delivery and performance by such party of this Agreement or the other agreements to which it is or will become a party pursuant hereto, except such consents, approvals, notices and other actions which have been duly given, obtained or taken.
No Violation; Approvals. The execution, delivery and performance, by Buyer of all obligations undertaken herein do not:
(a) violate or conflict with any provision of Buyer’s charter (contrato social);
(b) violate, breach, or otherwise constitute or give rise to a default of any material contract, commitment or any other obligation to or under which Buyer is a party or is bound;
(c) violate or conflict with any statute, order, Law, rule, judgment or decision of any court or other governmental or regulatory authority to which Buyer is subject to; or
(d) require any consent, approval or authorization of, notice to, or registration with any person, entity, court or Governmental Body. All representations, warranties and covenants contained in this Agreement and in particular in this Section 6 will be valid and correct on the Closing Date.
No Violation; Approvals. (a) The execution, delivery and performance of this Agreement will not result in the creation of any Encumbrance of any kind other than Permitted Encumbrances or the termination or acceleration of any Indebtedness or other obligation of any IRMC Entity, and, except to the extent specified on Schedule 6.4(b), is not prohibited by, does not violate or conflict with any provision of, and does not constitute a default under or breach of any Material Contract, indenture, mortgage, material permit or license, approval or other commitment to which any IRMC Entity is a party or is subject or by which any such entity is bound, or any Applicable Law.
(b) Assuming the truth and accuracy of the representations and warranties of CCF and the District set forth in this Agreement and in reliance thereon, except (i) to the extent specified on Schedule 6.4(b), (ii) for filings required pursuant to the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act (“HSR Act”) and notice to the Florida Attorney General and (iii) and those the failure of which to obtain or make would not prevent or materially delay the Closing, no approval, authorization, registration, consent, order, filing or other action that has not occurred or been obtained with or from any person, including any Government, is required for the execution and delivery by IRMC of this Agreement or the consummation by the IRMC Entities of the Contemplated Transactions.
No Violation; Approvals. (a) The execution, delivery and performance of this Agreement will not result in the creation of any Encumbrance on the Hospital Facilities other than a Permitted Encumbrance and is not prohibited by, does not violate or conflict with any provision of, and does not constitute a material default under or material breach of any material contract, indenture, mortgage, material permit or license, approval or other commitment to which the District is a party or is subject or by which the District is bound, or its Enabling Act (Chapter 2003-382, Laws of Florida) or Chapter 000, Xxxxxxx Xxxxxxxx, Xxxxxxx 000, Xxxxxxx Statutes, Section 286.011, Florida Statutes, and Section 155.40, Florida Statutes.
(b) Assuming the truth and accuracy of the representations and warranties of the IRMC Entities and CCF set forth in this Agreement and in reliance thereon, except (i) to the extent specified on Schedule 6.4(b), (ii) for filings required pursuant to the HSR Act and for any applicable filings with the Florida Attorney General, and (iii) those the failure of which to obtain or make would not prevent or materially delay the Closing, no approval, authorization, registration, consent, order, filing or other action that has not occurred or been obtained with or from any person, including any Government, is required for the execution and delivery by the District of this Agreement or the consummation by the District of the Contemplated Transactions.
No Violation; Approvals. (a) The execution, delivery and performance of this Agreement will not result in the creation of any Encumbrance other than Permitted Encumbrances or the termination or acceleration of any Indebtedness or other obligation of CCF or Cleveland Clinic Florida, and is not prohibited by, does not violate or conflict with any provision of, and does not constitute a default under or breach of any material contract, indenture, mortgage, material permit or license, approval or other commitment to which CCF or Cleveland Clinic Florida is a party or is subject or by which CCF or Cleveland Clinic Florida is bound, or any Applicable Law. 6 To be updated based on entity used.
(b) Assuming the truth and accuracy of the representations and warranties of the IRMC Entities and the District set forth in this Agreement and in reliance thereon, except
(i) to the extent specified on Schedule 6.4(b), (ii) for filings required pursuant to the HSR Act and for any applicable filings or notice to the Florida Attorney General, and (iii) those the failure of which to obtain or make would not prevent or materially delay the Closing, no approval, authorization, registration, consent, order, filing or other action that has not occurred or been obtained with or from any person, including any Government, is required for the execution and delivery by CCF of this Agreement or the consummation by CCF and Cleveland Clinic Florida of the Contemplated Transactions.
No Violation; Approvals. The execution, delivery and performance by Bellwether and Buyer of this Agreement and the consummation of the Transactions, will not violate any provision of law or conflict with, or result in any breach of, or constitute a default under, or result in the creation of a lien, claim or encumbrance on any of the properties or assets of Bellwether or Buyer pursuant to any corporate charter, bylaw or regulation or any agreement, instrument, judgment or decree to which Bellwether or Buyer is a party or by either of them or their respective properties is or may be bound or affected, or eliminate or impair any intangible right, concession (including any tax concession), license or privilege allowed to or enjoyed by Bellwether or Buyer. Other than those requisite consents and approvals, if any, relating solely to the Properties, no ap proval, authorization, consent, order or other action of, or filing with, any person, firm or corporation, or any court, administrative agency or other governmental authority, domestic or foreign, is required in connection with the execution and delivery by Buyer of this Agreement and the consummation by Bellwether or Buyer of the Transactions.
No Violation; Approvals. Other than the consents and approvals obtained in Sections 2.7, 2.8 and 6.1 and those relating solely to the Oil and Gas Properties being transferred hereunder, the execution, delivery and performance by such Partnership of this Agreement and the consummation of the Merger (or in the case of 1988-II Limited Partnership, 1989-I Limited Partnership, TEAI VIII-A and TEAI VIII-B, the transactions contemplated by Sections 2.7 and 2.8), will not violate any provision of law or conflict with, or result in any breach of, or constitute a default under, or result in the creation of a lien, claim or encumbrance on any of the material properties or assets of such Partnership pursuant to any term, provision or regulation of its certificate or agreement of limited partnership or similar constituent document or any agreement, instrument, judgment or decree to which such Partnership is a party or by which it or its properties is or may be bound or affected, or eliminate or impair any intangible right, concession (including any tax concession), license or privilege allowed to or enjoyed by such Partnership. Other than the consents and approvals obtained in Sections 2.7, 2.8 and 6.1 and those relating solely to the Oil and Gas Properties being transferred hereunder, no approval, authorization, consent, order or other action of, or filing with, any person, firm or corporation, or any court, administrative agency or other governmental authority, domestic or foreign, is required in connection with the execution and delivery by such Partnership of this Agreement or the consummation by such Partnership of the Merger (or in the case of 1988-II Limited Partnership, 1989-I Limited Partnership, TEAI VIII-A and TEAI VIII-B, the transactions contemplated by Sections 2.7 and 2.8).
No Violation; Approvals. The execution, delivery and performance by such Partner of this Agreement and the consummation of each Transaction applicable to such Partner will not violate any provision of law that would have a material adverse effect on the Transactions applicable to such Partner.
No Violation; Approvals. The execution, delivery and performance by such Noteholder of this Agreement and the consummation of the applicable Note Transfer will not violate any provision of law that would have a material adverse effect on the Transactions.
