Common use of No Violation; Consents Clause in Contracts

No Violation; Consents. (a) The execution, delivery and performance by the Company of each of the Equity Documents and the consummation by the Company of the Transactions do not and will not contravene any Applicable Law, except for any such contravention that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The execution, delivery and performance by the Company of each of the Equity Documents and the consummation of the Issuance (i) will not (A) violate, result in a breach of or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under any Contract to which the Company is a party or by which the Company is bound or to which any of its assets is subject, or (B) result in the creation or imposition of any Lien upon any of the assets of the Company, except for any such violations, breaches, defaults or Liens that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect and (ii) will not conflict with or violate any provision of the certificate of incorporation or bylaws of the Company currently in effect or in effect as of the Closing.

No Violation; Consents. (a) The execution, delivery and performance by the Company of each of the Equity Documents and the consummation by the Company of the Transactions Issuance do not and will not contravene any Applicable Law, except for any such contravention that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Except as set forth on Schedule 3.4(a), the execution, delivery and performance by the Company of each of the Equity Documents and the consummation of the Issuance (i) will not (A) violate, result in a breach of or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation cancelation or acceleration) under any Contract to which the Company is a party or by which the Company is bound or to which any of its assets is subject, or (B) result in the creation or imposition of any Lien upon any of the assets of the Company, except for any such violations, breaches, defaults or Liens that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect and (ii) will not conflict with or violate any provision of the certificate of incorporation or bylaws or other governing documents of the Company currently in effect or in effect as of the ClosingCompany.

No Violation; Consents. (a) The Subject to the governmental filings and other matters referred to in Section 3.04(b), the execution, delivery and performance by the Company of each of the Equity Documents this Agreement and the consummation by the Company of the Transactions do not and will not contravene any Applicable Law, except for any such contravention that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The execution, delivery and performance by the Company of each of the Equity Documents this Agreement and the consummation of the Issuance Transactions (i) will not (A) violate, result in a breach of or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under any Contract to which the Company is a party or by which the Company is bound or to which any of its assets is subjectContract, or (B) result in the creation or imposition of any Lien upon any of the assets of the CompanyCompany or any Subsidiary, except for any such violations, breaches, defaults or Liens that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect Effect; and (ii) will not conflict with or violate any provision of the certificate of incorporation or bylaws or other governing documents of the Company currently in effect or in effect as any Subsidiary. The Company has provided to the Investors true and complete copies of all correspondence with the ClosingNew York Stock Exchange Inc. relating to the Transactions.

No Violation; Consents. (a) The Subject to the governmental filings and other matters referred to in Section 4.04(b), the execution, delivery and performance by the Company of each of the Equity Documents this Agreement and the consummation by the Company of the Transactions do not and will not contravene any Applicable Law, except for any such contravention that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Except as set forth in Schedule 4.04, the execution, delivery and performance by the Company of each of the Equity Documents this Agreement and the consummation of the Issuance Transactions (i) will not (A) violate, result in a breach of or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under any Contract to which the Company is a party or by which the Company is bound or to which any of its assets is subjectContract, or (B) result in the creation or imposition of any Lien upon any of the assets of the CompanyCompany or any Subsidiary, except for any such violations, breaches, defaults or Liens that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect Effect; and (ii) will not conflict with or violate any provision of the certificate of incorporation or bylaws by-laws or other governing documents of the Company currently in effect or in effect as any Subsidiary. The Company has provided to the Investors true and complete copies of all correspondence with the ClosingNYSE relating to the Transactions.

No Violation; Consents. (a) The execution, delivery and performance by the Company of each of the Equity Documents this Agreement and the consummation by the Company of the Transactions do not and will not violate, conflict with, result in a breach of or contravene in any material respect any Applicable Law. Except as set forth on Schedule 3.04, except for any such contravention that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The execution, delivery and performance by the Company of each of the Equity Documents this Agreement and the consummation of the Issuance (i) Transactions will not (Ai)(A) violate, conflict with, result in a breach of or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under any Contract to which the Company or any Subsidiary is a party or by which the Company or any Subsidiary is bound or to which any of its the assets is subjectof the Virtus Business will be subject immediately following the Distribution, or (B) result in the right of termination, acceleration of or creation or imposition of any Lien upon any of the properties or assets of the CompanyVirtus Business, except for any such violations, breachesconflicts, breaches or defaults or Liens that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect and (ii) will not conflict with or violate any provision of the certificate of incorporation or bylaws or other governing documents of the Company currently in effect or in effect as of the Closingany Subsidiary.

No Violation; Consents. (a) The execution, delivery and performance by the Company such Purchaser of each of the Equity Financing Documents to which it is a party and the consummation by the Company of the Transactions do not and will not contravene any Applicable Law, Law except for where any such contravention that would not, individually or in the aggregate, not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on such Purchaser. The execution, delivery and performance by the Company such Purchaser of each of the Equity Financing Documents to which it is a party and the consummation of the Issuance Transactions contemplated therein (i) will not (A) violate, result in a breach of or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under any Contract to which the Company such Purchaser is a party or by which the Company such Purchaser is bound or to which any of its assets is subject, or (B) result in the creation or imposition of any Lien upon any of the assets of the Company, except for any such violations, breaches, breaches or defaults or Liens that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect material adverse effect on the ability of such Purchaser to perform its obligations under this Agreement, and (ii) will not conflict with or violate any provision of the certificate organizational documents of incorporation or bylaws of the Company currently in effect or in effect as of the Closingsuch Purchaser.

No Violation; Consents. (a) The execution, delivery and performance by the Company of each of the Equity Documents and the consummation by the Company of the Transactions do not and will not contravene any Applicable Law, except for any such contravention that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The execution, delivery and performance by the Company of each of the Equity Documents and the consummation of the Issuance (i) will not (A) violate, result in a breach of or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under any Contract to which the Company is a party or by which the Company is bound or to which any of its assets is subject, or (B) result in the creation or imposition of any Lien upon any of the assets of the Company, except for any such violations, breaches, defaults or Liens that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect and (ii) will not conflict with or violate any provision of the certificate of incorporation or bylaws or other governing documents of the Company currently in effect or in effect as of the ClosingCompany.

No Violation; Consents. (a) The execution, delivery and performance by the Company of each of the Equity Documents and the consummation by the Company of the Transactions do not and will not contravene any Applicable Law, except for any such contravention that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Except as set forth on SCHEDULE 3.5(a), the execution, delivery and performance by the Company of each of the Equity Documents and the consummation of the Issuance Transactions (i) will not (A) violate, result in a breach of or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under any Contract to which the Company or any Viatel Subsidiary is a party or by which the Company or any Viatel Subsidiary is bound or to which any of its assets is subject, or (B) result in the creation or imposition of any Lien upon any of the assets of the Company, except for any such violations, breaches, defaults or Liens that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect and (ii) will not conflict with or violate any provision of the certificate Certificate of incorporation Incorporation or bylaws By-laws of the Company currently in effect or in effect as of the Closing.