No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 85 contracts
Samples: Underwriting Agreement (Trailblazer Merger Corp I), Underwriting Agreement (Trailblazer Merger Corp I), Warrant Agreement (Horizon Space Acquisition I Corp.)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 32 contracts
Samples: Underwriting Agreement (DA32 Life Science Tech Acquisition Corp.), Underwriting Agreement (Nuvalent, Inc.), Underwriting Agreement (DA32 Life Science Tech Acquisition Corp.)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any of the property or asset assets of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 22 contracts
Samples: Underwriting Agreement (Otonomy, Inc.), Underwriting Agreement (Aptinyx Inc.), Underwriting Agreement (Aptinyx Inc.)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documentslaws; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any of the property or asset assets of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 14 contracts
Samples: Underwriting Agreement (Palatin Technologies Inc), Underwriting Agreement (Lipocine Inc.), Underwriting Agreement (Venaxis, Inc.)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii(ii) and (iii(iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 14 contracts
Samples: Underwriting Agreement (Project Energy Reimagined Acquisition Corp.), Underwriting Agreement (Project Energy Reimagined Acquisition Corp.), Underwriting Agreement (Frontier Investment Corp)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; laws, (ii) in defaultdefault in any respect, and no event has occurred thatwhich, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement agreement, lease or other agreement or instrument to which the Company it is a party or by which the Company it is bound or to which any of its property or asset of the Company assets is subject; subject or (iii) in violation in any respect of any law law, ordinance, governmental rule, regulation or statute or any judgment, court order, rule decree or regulation of any court judgment to which it or arbitrator its property or governmental or regulatory authority, assets may be subject except, in the case of clauses (ii) and (iii) above, for any such violation or default or violation that would not, individually singularly or in the aggregate, have a Material Adverse Effect.
Appears in 9 contracts
Samples: Underwriting Agreement (VectoIQ Acquisition Corp. II), Unit Purchase Agreement (VectoIQ Acquisition Corp. II), Unit Purchase Agreement (VectoIQ Acquisition Corp. II)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 9 contracts
Samples: Sales Agreement (Passage BIO, Inc.), Underwriting Agreement (Dyne Therapeutics, Inc.), Underwriting Agreement (Passage BIO, Inc.)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws Amended and Restated Memorandum and Articles of Association or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 7 contracts
Samples: Underwriting Agreement (DP Cap Acquisition Corp I), Underwriting Agreement (Excelsa Acquisition Corp.), Underwriting Agreement (Excelsa Acquisition Corp.)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 7 contracts
Samples: Forward Purchase Agreement (Israel Amplify Program Corp.), Underwriting Agreement (Novus Capital Corp II), Underwriting Agreement (Novus Capital Corp II)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws Amended and Restated Memorandum and Articles of Association or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 7 contracts
Samples: SOAR Technology Acquisition Corp., SOAR Technology Acquisition Corp., Supernova Partners Acquisition Co III, Ltd.
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documentsAmended and Restated Memorandum and Articles of Association; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any federal, state, local or foreign law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 5 contracts
Samples: Underwriting Agreement (ScION Tech Growth II), Underwriting Agreement (ScION Tech Growth II), Underwriting Agreement (ScION Tech Growth I)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any of the property or asset assets of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 5 contracts
Samples: Precision Biosciences Inc, Jounce Therapeutics, Inc., Trulia, Inc.
No Violation or Default. The Company is not not: (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 4 contracts
Samples: Underwriting Agreement (Seven Oaks Acquisition Corp.), Underwriting Agreement (Seven Oaks Acquisition Corp.), PROTONIQ Acquisition Corp
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws bylaws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement agreement, lease or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 4 contracts
Samples: IDEAYA Biosciences, Inc., IDEAYA Biosciences, Inc., IDEAYA Biosciences, Inc.
No Violation or Default. The Neither of the Company Parties is not (i) in violation of any provision in its charter or certificate of incorporation, by-laws laws, limited liability company agreement or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company it is a party or by which the Company it is bound or to which any of its property or asset of the Company is assets are subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 4 contracts
Samples: Underwriting Agreement (Kimbell Tiger Acquisition Corp), Underwriting Agreement (Kimbell Tiger Acquisition Corp), Underwriting Agreement (Kimbell Tiger Acquisition Corp)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute applicable to the Company or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authorityauthority having jurisdiction over the Company, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 4 contracts
Samples: Underwriting Agreement (Phreesia, Inc.), Underwriting Agreement (Phreesia, Inc.), Phreesia, Inc.
No Violation or Default. The Company is not (i) in violation of any provision in its charter Amended and Restated Certificate of Incorporation or by-laws or similar organizational documents; laws, (ii) in defaultdefault in any respect, and no event has occurred thatwhich, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement agreement, lease or other agreement or instrument to which the Company it is a party or by which the Company it is bound or to which any of its property or asset of the Company assets is subject; subject or (iii) in violation in any respect of any law law, ordinance, governmental rule, regulation or statute or any judgment, court order, rule decree or regulation of any court judgment to which it or arbitrator its property or governmental or regulatory authority, assets may be subject except, in the case of clauses (ii) and (iii) above, for any such violation or default or violation that would not, individually singularly or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Underwriting Agreement (Monocle Acquisition Corp), Underwriting Agreement (Monocle Acquisition Corp), Underwriting Agreement (Monocle Acquisition Corp)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documentslaws; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any of the property or asset assets of the Company is are subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of each of clauses (ii) and (iii) above, for any such violation or default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Sales Agreement (Ardelyx, Inc.), Sales Agreement (Signal Genetics, Inc.), OncoMed Pharmaceuticals Inc
No Violation or Default. The Neither the Company nor any of its subsidiaries is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company it is a party or by which the Company it is bound or to which any of its property or asset of the Company assets is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Underwriting Agreement (Denbury Resources Inc), Denbury Resources Inc, Denbury Resources Inc
No Violation or Default. The Company is not (i) in violation of any provision in its charter Amended and Restated Memorandum and Articles of Association or by-laws or similar organizational documents; bylaws, (ii) in defaultdefault in any respect, and no event has occurred thatwhich, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement agreement, lease or other agreement or instrument to which the Company it is a party or by which the Company it is bound or to which any of its property or asset of the Company assets is subject; subject or (iii) in violation in any respect of any law law, ordinance, governmental rule, regulation or statute or any judgment, court order, rule decree or regulation of any court judgment to which it or arbitrator its property or governmental or regulatory authority, assets may be subject except, in the case of clauses (ii) and (iii) above, for any such violation or default or violation that would not, individually singularly or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Underwriting Agreement (ION Acquisition Corp 1 Ltd.), Underwriting Agreement (ION Acquisition Corp 1 Ltd.), Underwriting Agreement (ION Acquisition Corp 1 Ltd.)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational organisational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Underwriting Agreement (Catcha Investment Corp 2.0), Administrative Services Agreement (Catcha Investment Corp), Underwriting Agreement (Catcha Investment Corp)
No Violation or Default. The Company is not in (i) in violation of any provision in its charter or by-laws bylaws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Underwriting Agreement (Shelter Acquisition Corp I), Underwriting Agreement (Shelter Acquisition Corp I), Underwriting Agreement (Shelter Acquisition Corp I)
No Violation or Default. The Company is not (i) in violation of any provision in its charter amended and restated memorandum or by-laws articles of association or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Underwriting Agreement (Forbion European Acquisition Corp.), Forbion European Acquisition Corp., www.sendd.com
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any of the property or asset assets of the Company is subject; or (iii) in violation of any applicable law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Inogen Inc, Inogen Inc, Epocrates Inc
No Violation or Default. The Company is not (i) in violation of any provision in its memorandum and articles of association, charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Constitution Acquisition Corp., Constitution Acquisition Corp.
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; , (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; , or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: EJF Acquisition Corp., EJF Acquisition Corp.
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws Amended and Restated Memorandum and Articles of Association of the Company or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Underwriting Agreement (Jack Creek Investment Corp.), Underwriting Agreement (Jack Creek Investment Corp.)
No Violation or Default. The Company is not (i) in violation of any provision in its charter certificate of incorporation or by-laws or similar organizational documentsbylaws; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any material term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any of the property or asset assets of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Placement Agent Agreement (First Colebrook Bancorp, Inc.), Placement Agent Agreement (First Colebrook Bancorp, Inc.)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; Amended and Restated Memorandum and Articles of Association, (ii) in defaultdefault in any respect, and no event has occurred thatwhich, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement agreement, lease or other agreement or instrument to which the Company it is a party or by which the Company it is bound or to which any of its property or asset of the Company assets is subject; subject or (iii) in violation in any respect of any law law, ordinance, governmental rule, regulation or statute or any judgment, court order, rule decree or regulation of any court judgment to which it or arbitrator its property or governmental or regulatory authority, assets may be subject except, in the case of clauses (ii) and (iii) above, for any such violation or default or violation that would not, individually singularly or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Underwriting Agreement (Panacea Acquisition Corp. II), Underwriting Agreement (Panacea Acquisition Corp. II)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of (x) any law or statute or (y) any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii(ii) and (iii(iii)(y) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Underwriting Agreement (Hamilton Lane Alliance Holdings I, Inc.), Underwriting Agreement (Hamilton Lane Alliance Holdings I, Inc.)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws memorandum and articles of association or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Underwriting Agreement (Games & Esports Experience Acquisition Corp.), Underwriting Agreement (Games & Esports Experience Acquisition Corp.)
No Violation or Default. The No Company Entity is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the any Company Entity is a party or by which the any Company Entity is bound or to which any property or asset of the any Company Entity is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Ortho Clinical Diagnostics Holdings PLC, Ortho Clinical Diagnostics Holdings PLC
No Violation or Default. The Company is not (i) in violation of any provision in its charter Amended and Restated Certificate of Incorporation or by-laws or similar organizational documents; bylaws, (ii) in defaultdefault in any respect, and no event has occurred thatwhich, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement agreement, lease or other agreement or instrument to which the Company it is a party or by which the Company it is bound or to which any of its property or asset of the Company assets is subject; subject or (iii) in violation in any respect of any law law, ordinance, governmental rule, regulation or statute or any judgment, court order, rule decree or regulation of any court judgment to which it or arbitrator its property or governmental or regulatory authority, assets may be subject except, in the case of clauses (ii) and (iii) above, for any such violation or default or violation that would not, individually singularly or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Underwriting Agreement (Panacea Acquisition Corp), Underwriting Agreement (Panacea Acquisition Corp)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any of the property or asset assets of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authorityauthority having jurisdiction over the Company or any of its subsidiaries or any of their properties, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Rights Agreement (Amag Pharmaceuticals Inc.), Underwriting Agreement (Amag Pharmaceuticals Inc.)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documentsAmended and Restated Memorandum and Articles of Association; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Underwriting Agreement (Freedom Acquisition I Corp.), Freedom Acquisition I Corp.
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; and neither the Company nor any of its subsidiaries are (iii) in defaultdefault in any respect, and no event has occurred thatwhich, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement agreement, lease or other agreement or instrument to which the Company it is a party or by which the Company it is bound or to which any of its property or asset of the Company assets is subject; , or (iiiii) in violation in any respect of any law law, ordinance, governmental rule, regulation or statute or any judgment, court order, rule decree or regulation of any court judgment to which it or arbitrator its property or governmental or regulatory authority, assets may be subject except, in the case of clauses (iii) and (iiiii) above, for any such violation or default or violation that would not, individually singularly or in the aggregate, have a Material Adverse Effect.
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No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute applicable to the Company, or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, aggregate reasonably be expected to have a Material Adverse Effect.
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No Violation or Default. The Company is not not: (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any of the property or asset assets of the Company is subject; or (iii) in violation of any applicable law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 1 contract
Samples: BioCardia, Inc.
No Violation or Default. The Company is not (i) in violation of any provision in its charter certificate of incorporation or by-laws or similar organizational documentsbylaws; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any of the property or asset assets of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authorityauthority applicable to the Company or its businesses and properties, except, except in the case of clauses clause (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effectmaterial adverse effect on the Company.
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Samples: Graphite Bio, Inc.
No Violation or Default. The Neither the Company nor any of its subsidiaries is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company it is a party or by which the Company it is bound or to which any property property, right or asset of the Company it is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 1 contract
Samples: TTM Technologies Inc
No Violation or Default. The Neither the Company nor any of its subsidiaries is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any termmaterial obligation, agreement, covenant or condition contained in any contract, indenture, mortgage, deed of trustloan agreement, loan agreement note, lease or other agreement or instrument to which the Company it is a party or by which the Company is bound it or to which any property of them or asset of the Company is subjecttheir properties or assets may be bound; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
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No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any of the property or asset assets of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, in each case applicable to the Company, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 1 contract
Samples: Underwriting Agreement (Ulta Salon, Cosmetics & Fragrance, Inc.)
No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documentsbylaws; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any of the property or asset assets of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, in each case applicable to the Company, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
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No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any applicable law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
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No Violation or Default. The Company is not (i) in violation of any provision in its charter or by-laws or similar amended and restated memorandum and articles and other organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party or by which the Company is bound or to which any property or asset of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.
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