Common use of No Violation or Default Clause in Contracts

No Violation or Default. Neither the Company nor any of its subsidiaries is: (i) in violation of its charter, 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, condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right or asset of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, 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 41 contracts

Samples: Underwriting Agreement (Digital Ally, Inc.), Underwriting Agreement (Digital Ally, Inc.), Underwriting Agreement (Digital Ally, Inc.)

AutoNDA by SimpleDocs

No Violation or Default. Neither the Company nor any of its subsidiaries is: (i) in violation of its charterarticles of association, 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, condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right or asset of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, 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 (ParaZero Technologies Ltd.), Underwriting Agreement (ParaZero Technologies Ltd.), Underwriting Agreement (ParaZero Technologies Ltd.)

No Violation or Default. Neither the Company Adviser nor any of its subsidiaries is: is (i) in violation of its charter, 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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking agreement or other agreement or instrument to which the Company Adviser or any of its subsidiaries is a party or by which the Company Adviser or any of its subsidiaries is bound or to which any property, right or asset of the Company property or assets of the Adviser or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company Adviser or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company Adviser or any of its subsidiaries, or any of their respective properties or assets, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would notnot reasonably be expected, individually or in the aggregate, to have a an Adviser Material Adverse Effect.

Appears in 28 contracts

Samples: Underwriting Agreement (Sixth Street Specialty Lending, Inc.), Purchase Agreement (Sixth Street Lending Partners), Purchase Agreement (Sixth Street Lending Partners)

No Violation or Default. Neither the Company nor any of its subsidiaries is: is (i) in violation of its charter, charter or by-laws or similar organizational documents, each as amended or supplemented as of the date of this Agreement; (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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking agreement or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right of the property or asset assets of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would notnot reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 11 contracts

Samples: Underwriting Agreement (Sixth Street Specialty Lending, Inc.), Underwriting Agreement (Sixth Street Specialty Lending, Inc.), Underwriting Agreement (Sixth Street Specialty Lending, Inc.)

No Violation or Default. Neither the Company nor any of its subsidiaries is: is (i) in violation of its charter, charter or by-laws or similar organizational documents, each as amended or supplemented as of the date of this Agreement; (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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right of the property or asset assets of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule rule, or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would notnot reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 9 contracts

Samples: Underwriting Agreement (Owl Rock Capital Corp), Underwriting Agreement (Owl Rock Capital Corp), Underwriting Agreement (Owl Rock Technology Finance Corp.)

No Violation or Default. Neither the Company nor any of its subsidiaries is: (i) in violation of its charterarticles of incorporation, 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, condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right or asset of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, 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 6 contracts

Samples: Underwriting Agreement (Curanex Pharmaceuticals Inc), Underwriting Agreement (Impact Biomedical Inc.), Underwriting Agreement (Impact Biomedical Inc.)

No Violation or Default. Neither of the Company Transaction Parties nor any of its their respective subsidiaries is: is (i) in violation of its charter, 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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking agreement or other agreement or instrument to which either of the Company Transaction Parties or any of its their respective subsidiaries is a party or by which either of the Company Transaction Parties or any of its their respective subsidiaries is bound or to which any property, right property or asset of either of the Company Transaction Parties or any of its their respective subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of and its subsidiaries, or any of their respective properties or assets, 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 (Broadstone Net Lease, Inc.), Equity Distribution Agreement (Broadstone Net Lease, Inc.), Underwriting Agreement (Broadstone Net Lease, Inc.)

No Violation or Default. Neither the Company nor any of its subsidiaries is: (i) in violation of its memorandum and articles of association, charter, 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, condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right or asset of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, assets except, (A) in the case of clause (i) above, for any such violation by a subsidiary that is not material to the business of the Company and its subsidiaries taken as a whole, and (B) 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 (SAG Holdings LTD), Underwriting Agreement (SAG Holdings LTD), Underwriting Agreement (SAG Holdings LTD)

No Violation or Default. Neither the Company nor any of its subsidiaries is: is (iA) in violation of its charter, by-laws laws, limited liability company agreement, certificate of limited partnership, limited partnership agreement or similar organizational documents; , (iiB) 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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking or other agreement or instrument Agreement and Instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right of the properties or asset assets of the Company or any of its subsidiaries is subject; , or (iiiC) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory agency, body or other authority (each, a “Governmental Entity”) having jurisdiction over the Company or any of its subsidiaries, subsidiaries or any of their respective properties or assets, except, in the case of clauses (iiB) and (iiiC) above, for any such default or violation that would notnot reasonably be expected to have, individually singly or in the aggregate, have a Material Adverse Effect.

Appears in 5 contracts

Samples: Underwriting Agreement (TPG RE Finance Trust, Inc.), Underwriting Agreement (TPG RE Finance Trust, Inc.), Underwriting Agreement (TPG RE Finance Trust, Inc.)

No Violation or Default. Neither the Company nor any of its subsidiaries is: (i) in violation of its memorandum and articles of association, charter, 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, condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right or asset of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, assets 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 (Vistek LTD), Underwriting Agreement (SKK Holdings LTD), Underwriting Agreement (SKK Holdings LTD)

No Violation or Default. Neither the Company nor any of its subsidiaries is: (i) in violation of its chartercertificate of incorporation, 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, condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right or asset of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, 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 (Infinite Group Inc), Underwriting Agreement (Infinite Group Inc), Underwriting Agreement (Infinite Group Inc)

No Violation or Default. Neither the Company nor any of its subsidiaries is: is (i) in violation of its chartermemorandum and articles of association, charter or by-laws laws, partnership agreement, operating 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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking agreement or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right property or asset of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would notnot reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Underwriting Agreement (dLocal LTD), Underwriting Agreement (Sportradar Group AG), Underwriting Agreement (dLocal LTD)

No Violation or Default. Neither the Company nor any of its subsidiaries is: (i) in violation of its charter, by-laws or similar organizational documents; (ii) to the best knowledge of the Company, 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, condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right or asset of the Company or any of its subsidiaries is subject; or (iii) to the best knowledge of the Company, in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, 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 (BioNexus Gene Lab Corp), Underwriting Agreement (BioNexus Gene Lab Corp)

No Violation or Default. Neither the Company nor any of its subsidiaries is: is (i) in violation of its charter, by-laws charter or bylaws or similar organizational documents, each as amended or supplemented as of the date of this Agreement; (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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right of the property or asset assets of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule rule, or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would notnot reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Underwriting Agreement (Blue Owl Capital Corp), Equity Distribution Agreement (Blue Owl Capital Corp)

No Violation or Default. Neither the Company nor any of its subsidiaries is: is (i) in violation of its charterrespective 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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking agreement or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right property or asset of the Company or any of its subsidiaries is subject; subject or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any statute, law, rule, regulation, ordinance, directive, judgment, orderdecree, rule guideline, notice or regulation order of any court judicial, regulatory or arbitrator other legal or governmental agency or regulatory authority body, foreign or domestic, having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, except, in the case of clauses (ii) and (iii), (1) aboveas described in the Registration Statement or Prospectus, or (2) for any such default or violation that would not, individually or in the aggregate, not have a Material Adverse Effect.

Appears in 2 contracts

Samples: At Market Issuance Sales Agreement (Bitdeer Technologies Group), At Market Issuance Sales Agreement (Bitdeer Technologies Group)

No Violation or Default. Neither the Company nor any of its subsidiaries is: (i) in violation of its chartermemorandum and articles of association, 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, condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right or asset of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, 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 (Fd Technology Inc.), Underwriting Agreement (Fd Technology Inc.)

No Violation or Default. Neither the Company nor any of its subsidiaries is: is (i) in violation of its charter, by-laws 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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking agreement or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right property or asset of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, subsidiaries or any of their respective properties or assetsproperties, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would notnot reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect.

Appears in 2 contracts

Samples: Underwriting Agreement (BBB Foods Inc), Underwriting Agreement (BBB Foods Inc)

No Violation or Default. Neither the Company nor any of its subsidiaries is: (i) in violation of its charter, 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, condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right or asset of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, 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: Underwriting Agreement (Serve Robotics Inc. /DE/), Underwriting Agreement (Serve Robotics Inc. /DE/)

No Violation or Default. (i) Neither the Company nor any of its significant subsidiaries is: (i) is in violation of its charter, charter or by-laws or similar organizational documents; (ii) neither the Company nor any of its subsidiaries is 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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking agreement or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right of the property or asset assets of the Company or any of its subsidiaries is subject; or and (iii) neither the Company nor any of its subsidiaries is in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, subsidiaries or any of their respective properties or assetsproperties, 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 (Citrix Systems Inc), Underwriting Agreement (Citrix Systems Inc)

AutoNDA by SimpleDocs

No Violation or Default. Neither the Company nor any of its subsidiaries is: (i) in violation of its charter, 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, condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right or asset of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, 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 EffectEffect or any default or violation arising out of or in connection with the Company’s current noncompliance with certain rules of the Nasdaq Stock Market, as disclosed in the Registration Statement, the Pricing Disclosure Package and the Final Prospectus.

Appears in 2 contracts

Samples: Underwriting Agreement (Avenue Therapeutics, Inc.), Underwriting Agreement (Avenue Therapeutics, Inc.)

No Violation or Default. Neither the Company nor any of its subsidiaries is: is (i) in violation of its charter, 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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking agreement or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right of the property or asset assets of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any law, statute, rule, regulation, judgment, order, rule writ or regulation decree of any court arbitrator, court, governmental body, regulatory body, administrative agency or arbitrator other authority, body or governmental or regulatory authority agency having jurisdiction over the Company or any of its subsidiaries, subsidiaries or any of their respective properties properties, assets or assetsoperations, 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: Common Stock Sales Agreement (Akerna Corp.), Equity Distribution Agreement (Akerna Corp.)

No Violation or Default. Neither the Company nor any of its subsidiaries is: is (i) in violation of its charter, certificate of incorporation, memorandum and articles of association 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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking agreement or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right property or asset of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, 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 (Moove Lubricants Holdings), Underwriting Agreement (Moove Lubricants Holdings)

No Violation or Default. Neither the Company nor any of its subsidiaries is: is (i) in violation of its charter, certificate of incorporation, memorandum and articles of association 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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking agreement or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right property or asset of the Company or any of its subsidiaries is subject; or (iii) in violation of any Cayman Islands, Brazilian, U.S. or other law or any statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court court, governmental, regulatory or arbitrator arbitral agency, authority or governmental or regulatory authority body having jurisdiction over the Company or any of its subsidiaries, subsidiaries or any of their respective properties or assetsproperties, 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 (Vtex)

No Violation or Default. Neither the Company nor any of its subsidiaries is: is (i) in violation of its charter, charter or by-laws or similar organizational documents; (ii) except as described in each of the Time of Sale Information and the Final Offering Memorandum, 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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking agreement or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right of the property or asset assets of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, subsidiaries or any of their respective properties or assets, 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: Purchase Agreement (Calgon Carbon Corporation)

No Violation or Default. Neither the Company nor any of its subsidiaries is: is (i) in violation of its charter, charter or by-laws or similar organizational documents, each as amended or supplement as of the date of this Agreement; (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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking agreement or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right of the property or asset assets of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would notnot reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: Underwriting Agreement (Owl Rock Capital Corp)

No Violation or Default. (i) Neither the Company nor any of its significant subsidiaries is: (i) is in violation of its charter, charter or by-laws or similar organizational documents; (ii) neither the Company nor any of its subsidiaries is 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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking agreement or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right of the property or asset assets of the Company or any of its subsidiaries is subject; or (iii) neither the Company nor any of its subsidiaries is in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, subsidiaries or any of their respective properties or assetsproperties, 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 (Citrix Systems Inc)

No Violation or Default. Neither the Company nor any of its subsidiaries is: is (i) in violation of its charter, respective charter or by-laws or similar organizational documents; (ii) in default, and other than as disclosed in the Registration Statement and Prospectus, 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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking agreement or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right of the property or asset assets of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, 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 1 contract

Samples: Underwriting Agreement (Shake Shack Inc.)

No Violation or Default. Neither the Company nor any of its subsidiaries is: is (i) in violation of its charter, by-laws articles of incorporation 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, covenant or condition or other obligation contained in any indenture, mortgage, deed of trust, loan agreement, contract, undertaking agreement or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right of the property or asset assets of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any law, statute, rule, regulation, judgment, order, rule writ or regulation decree of any court arbitrator, court, governmental body, regulatory body, administrative agency or arbitrator other authority, body or governmental or regulatory authority agency having jurisdiction over the Company or any of its subsidiaries, subsidiaries or any of their respective properties properties, assets or assetsoperations, 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: Sales Agreement (Altisource Portfolio Solutions S.A.)

No Violation or Default. Neither the Company nor any of its subsidiaries is: is (i) in violation of its charter, by-laws or other similar organizational constitutive documents; , (ii) in default, and no event has occurred thatdefault (or, with notice or lapse of time or both, would constitute such a be in default, ) in the due performance or observance of any termobligation, covenantagreement, covenant or condition or other obligation contained in any bond, debenture, note, indenture, mortgage, deed of trust, loan or credit agreement, contractlease, undertaking license, franchise agreement, authorization, permit, certificate or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries them is bound or to which any propertyof their assets or properties is subject (collectively, right or asset of the Company or any of its subsidiaries is subject; “Agreements and Instruments”) or (iii) in violation of any law law, statute, rule or statute applicable to the Company or any of its subsidiaries regulation or any judgment, order, rule order or regulation decree of any domestic or foreign court or arbitrator or other governmental or regulatory authority having authority, agency or other body with jurisdiction over the Company or any of its subsidiaries, them or any of their respective assets or properties or assets(“Governmental Authority”), except, in the case of clauses (ii) and (iii) above), for any such default defaults or violation that would notviolations as could not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Samples: Underwriting Agreement (Ply Gem Holdings Inc)

No Violation or Default. Neither the Company nor any of its subsidiaries is: (i) in violation of its memorandum and articles of association, charter, 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, condition or other obligation contained in any material indenture, mortgage, deed of trust, loan agreement, contract, undertaking or other agreement or instrument to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right or asset of the Company or any of its subsidiaries is subject; or (iii) in violation of any law or statute applicable to the Company or any of its subsidiaries or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, or any of their respective properties or assets, assets 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 (Delixy Holdings LTD)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!