No Violation; Required Filings and Consents. Neither the execution and delivery by the Company of this Agreement or any other Transaction Document, nor the consummation by the Company of the transactions contemplated hereby or thereby in accordance with the terms hereof or thereof, will (i) conflict with or result in a breach of any provisions of the Certificate of Incorporation or by-laws of the Company; (ii) violate, conflict with, result in a breach of any provision of, constitute a default (or an event which, with notice or lapse of time of both, would constitute a default) under, result in the termination of, or in a right of termination or cancellation of, accelerate the performance required by, result in the triggering of any payment or other material obligation pursuant to, result in the creation of any Lien upon any of the 10 material properties of the Company under, or result therein being declared void, voidable or without further binding effect, any of the terms, conditions or provisions of any note, bond, mortgage, indenture, deed of trust or any material license, franchise, permit, lease, contract, agreement or other instrument, commitment or obligation to which the Company is a party, or by which the Company or any of its properties is bound or affected, except for any of the foregoing matters which would not, in the aggregate, reasonably be expected to have a Material Adverse Effect; (iii) require any consent, approval or authorization of, declaration of, registration with, notification to or similar action with respect to any Governmental Entity (each a "Regulatory Action"), except for Regulatory Actions required under the Securities Act, Exchange Act, or applicable state securities laws, and for such requirements which, if not satisfied, would not, in the aggregate, reasonably be expected to have a Material Adverse Effect; and (iv) contravene or conflict with or constitute a violation of any provision of any law, regulation, judgment, injunction, order or decree of any Governmental Entity binding upon or applicable to the Company or by which its properties are bound, except for all Regulatory Actions and for contraventions, conflicts or violations that would not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Stockholder Agreement (Hercules Inc)
No Violation; Required Filings and Consents. Neither the execution and delivery by the Company of this Agreement or any other Transaction Document, nor the consummation by the Company of the transactions contemplated hereby or thereby in accordance with the terms hereof or thereof, will (i) conflict with or result in a breach of any provisions of the Certificate of Incorporation or by-laws of the Company; (ii) violate, conflict with, result in a breach of any provision of, constitute a default (or an event which, with notice or lapse of time of both, would constitute a default) under, result in the termination of, or in a right of termination or cancellation of, accelerate the performance required by, result in the triggering of any payment or other material obligation pursuant to, result in the creation of any Lien upon any of the 10 material properties of the Company under, or result therein being declared void, voidable or without further binding effect, any of the terms, conditions or provisions of any note, bond, mortgage, indenture, deed of trust or any material license, franchise, permit, lease, contract, agreement or other instrument, commitment or obligation to which the Company is a party, or by which the Company or any of its properties is bound or affected, except for any of the foregoing matters which would not, in the aggregate, reasonably be expected to have a Material Adverse Effect; (iii) require any consent, approval or authorization of, declaration of, registration with, notification to or similar action with respect to any Governmental Entity (each a "Regulatory Action"), except for Regulatory Actions required under the Securities Act, Exchange Act, or applicable state securities laws, and for such requirements which, if not satisfied, would not, in the aggregate, reasonably be expected to have a Material Adverse Effect; and (iv) contravene or conflict with or constitute a violation of any provision of any law, regulation, judgment, injunction, order or decree of any Governmental Entity binding upon or applicable to the Company or by which its properties are bound, except for all Regulatory Actions and for contraventions, conflicts or violations that would not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
No Violation; Required Filings and Consents. Neither the execution and delivery by the Company Stockholder of this Agreement or any other Transaction Document, nor the consummation by the Company Stockholder of the transactions contemplated hereby or thereby in accordance with the terms hereof or thereof, will (i) conflict with or result in a breach of any provisions of the Certificate of Incorporation or by-laws of the CompanyStockholder; (ii) violate, conflict with, result in a breach of any provision of, constitute a default (or an event which, with notice or lapse of time of both, would constitute a default) under, result in the termination of, or in a right of termination or cancellation of, accelerate the performance required by, result in the triggering of any payment or other material obligation pursuant to, result in the creation of any Lien upon any of the 10 material properties of the Company Stockholder under, or result therein being declared void, voidable or without further binding effect, any of the terms, conditions or provisions of any note, bond, mortgage, indenture, deed of trust or any material license, franchise, permit, lease, contract, agreement or other instrument, commitment or obligation to which the Company Stockholder is a party, or by which the Company Stockholder or any of its properties is bound or affected, except for any of the foregoing matters which would not, in the aggregate, reasonably be expected to have a Material Adverse Effect; (iii) require any consent, approval or authorization of, declaration of, registration with, notification to or similar action with respect to any Governmental Entity (each a "Regulatory Action")Actions, except for Regulatory Actions required under the Securities Act, the Exchange Act, Act or applicable state securities laws, laws and for such requirements which, if not satisfied, would not, in the aggregate, reasonably be expected to have a Material Adverse Effect; and (iv) contravene or conflict with or constitute a violation of any provision of any law, regulation, judgment, injunction, order or decree binding of any Governmental Entity binding upon or applicable to the Company Stockholder or by which its properties are bound, except for all Regulatory Actions and for contraventions, conflicts or violations that would not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
No Violation; Required Filings and Consents. Neither the execution and delivery by the Company Stockholder of this Agreement or any other Transaction Document, nor the consummation by the Company Stockholder of the transactions contemplated hereby or thereby in accordance with the terms hereof or thereof, will (i) 11 conflict with or result in a breach of any provisions of the Certificate of Incorporation or by-laws of the CompanyStockholder; (ii) violate, conflict with, result in a breach of any provision of, constitute a default (or an event which, with notice or lapse of time of both, would constitute a default) under, result in the termination of, or in a right of termination or cancellation of, accelerate the performance required by, result in the triggering of any payment or other material obligation pursuant to, result in the creation of any Lien upon any of the 10 material properties of the Company Stockholder under, or result therein being declared void, voidable or without further binding effect, any of the terms, conditions or provisions of any note, bond, mortgage, indenture, deed of trust or any material license, franchise, permit, lease, contract, agreement or other instrument, commitment or obligation to which the Company Stockholder is a party, or by which the Company Stockholder or any of its properties is bound or affected, except for any of the foregoing matters which would not, in the aggregate, reasonably be expected to have a Material Adverse Effect; (iii) require any consent, approval or authorization of, declaration of, registration with, notification to or similar action with respect to any Governmental Entity (each a "Regulatory Action")Actions, except for Regulatory Actions required under the Securities Act, the Exchange Act, Act or applicable state securities laws, laws and for such requirements which, if not satisfied, would not, in the aggregate, reasonably be expected to have a Material Adverse Effect; and (iv) contravene or conflict with or constitute a violation of any provision of any law, regulation, judgment, injunction, order or decree binding of any Governmental Entity binding upon or applicable to the Company Stockholder or by which its properties are bound, except for all Regulatory Actions and for contraventions, conflicts or violations that would not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Stockholder Agreement (Hercules Inc)