Common use of No Violation to Result Clause in Contracts

No Violation to Result. Except as set forth on Schedule 4.2, the execution, delivery and performance by each Seller of this Agreement and the other documents contemplated hereby and the consummation by each Seller of the transactions contemplated hereby and thereby, do not and will not, directly or indirectly (with or without notice or lapse of time): (i) violate, breach, conflict with, constitute a default under, accelerate or permit the acceleration of the performance required by any (x) contract or Encumbrance to which such Seller is a party or by which it is bound or (y) any Law, judgment, decree, order, rule, regulation, permit, license or other legal requirement of any Government Authority applicable to such Seller; (ii) give any Government Authority or other Person the right to challenge any of the transactions contemplated by this Agreement; or (iii) result in the creation or imposition of any Encumbrance, possibility of Encumbrance, or restriction in favor of any Person upon any Shares or any of the properties or assets of the Company. Other than as set forth on Schedule 3.3 or 4.2, no notice to, filing with, or consent of, any Person is necessary in connection with, nor is any “change of control” provision triggered by, the approval, adoption, execution, delivery or performance by each Seller of this Agreement and the other documents contemplated hereby nor the consummation by such Seller of the transactions contemplated hereby or thereby. Each Seller has given all notices, made all filings and obtained all consents set forth on Schedule 4.2 or will have done so prior to Closing.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Si International Inc), Stock Purchase Agreement (Si International Inc)

AutoNDA by SimpleDocs

No Violation to Result. Except as set forth on Schedule 4.25.3, the execution, delivery and performance by each Seller the Buyer of this Agreement and the other documents contemplated hereby and the consummation by each Seller the Buyer of the transactions contemplated hereby and thereby, do not and will not, directly or indirectly (with or without notice or lapse of time, or both): (ia) violate, breach, conflict with, constitute a default under, under or accelerate or permit the acceleration of the performance required by (i) any of the terms of the articles of incorporation or bylaws of the Buyer or any resolution adopted by the board of directors of the Buyer or stockholders of the Buyer, (xii) any contract or Encumbrance to which such Seller the Buyer is a party or by which it is or its assets are bound or (yiii) any Law, judgment, decree, order, rule, regulation, permit, license Law or other legal requirement of any Government Governmental Authority applicable to such Sellerthe Buyer; (iib) give any Government Governmental Authority or other Person the right to challenge any of the transactions contemplated by this Agreement; or (iiic) result in the creation or imposition of any Encumbrance, possibility of Encumbrance, or restriction in favor of any Person upon any Shares or any of the properties or assets of the CompanyBuyer. Other than as set forth on Schedule 3.3 5.3 or 4.2as otherwise expressly set forth herein, no notice to, filing with, or consent of, any Person is necessary in connection with, nor is any “change of control” provision triggered by, with the approval, adoption, execution, delivery or performance by each Seller the Buyer of this Agreement and the other documents contemplated hereby nor the consummation by such Seller the Buyer of the transactions contemplated hereby or thereby. Each Seller has given all notices, made all filings and obtained all consents set forth on Schedule 4.2 or will have done so prior to Closing.

Appears in 2 contracts

Samples: Purchase Agreement (Global Defense Technology & Systems, Inc.), Stock Purchase Agreement (Global Defense Technology & Systems, Inc.)

No Violation to Result. Except as set forth on Schedule 4.25.3, the execution, delivery and performance by each Seller the Buyer of this Agreement and the other documents contemplated hereby and the consummation by each Seller the Buyer of the transactions contemplated hereby and thereby, do not and will not, directly or indirectly (with or without notice or lapse of time): (i) violate, breach, conflict with, constitute a default under, accelerate or permit the acceleration of the performance required by any by, (x) contract any of the terms of the Certificate of Incorporation or Bylaws of the Buyer or any resolution adopted by the board of directors of the Buyer or stockholders of the Buyer, or (y) any Contract or Encumbrance to which such Seller the Buyer is a party or by which it is bound bound; or (yz) any Lawlaw, judgment, decree, order, rule, regulation, permit, license or other legal requirement of any Government Authority applicable to such Sellerthe Buyer; (ii) give any Government Authority or other Person the right to challenge any of the transactions contemplated by this Agreement; or (iii) result in the creation or imposition of any Encumbrance, possibility of Encumbrance, or restriction in favor of any Person Person, upon any Shares or any of the properties or assets of the CompanyBuyer. Other than as set forth on Schedule 3.3 5.3 or 4.2as otherwise expressly set forth herein, no notice to, filing with, or consent of, any Person is necessary in connection with, nor is any “change of control” provision triggered by, with the approval, adoption, execution, delivery or performance by each Seller the Buyer of this Agreement and the other documents contemplated hereby nor the consummation by such Seller the Buyer of the transactions contemplated hereby or thereby. Each Seller has given all notices, made all filings and obtained all consents set forth on Schedule 4.2 or will have done so prior to Closing.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Si International Inc), Stock Purchase Agreement (Si International Inc)

No Violation to Result. Except as set forth on Schedule 4.25.3, the execution, delivery and performance by each Seller the Investor of this Agreement and the other documents contemplated hereby and the consummation by each Seller the Investor of the transactions contemplated hereby and therebythereby and the fulfillment by the Investor of the terms hereof and thereof: (i) are not in violation or breach of, do not and will not, directly or indirectly (conflict with or without notice or lapse of time): (i) violate, breach, conflict with, constitute a default under, and shall not accelerate or permit the acceleration of the performance required by by, any (x) of the terms of the Certificate of Formation or Operating Agreement of the Investor or any note, debt instrument, security agreement or mortgage, or any other contract or Encumbrance agreement, written or oral, to which such Seller the Investor is a party or by which it the Investor is bound bound; (ii) shall not be an event which, after notice or lapse of time or both, will result in any such violation, breach, conflict, default, or acceleration; (yiii) shall not result in a violation under any Lawlaw, judgment, decree, order, rule, regulation, permit, license permit or other legal requirement of any Government Authority applicable to such Seller; (ii) give any Government Authority the Investor or other Person to the right to challenge any of Investor's Knowledge, the transactions contemplated by this Agreementherein; or and (iiiiv) shall not result in the creation or imposition of any Encumbrance, possibility of Encumbrance, or restriction in favor of any third Person upon any Shares or any of the properties or assets of the CompanyInvestor. Other than as set forth on Schedule 3.3 or 4.25.3, no notice to, filing with, or consent of, any Person is necessary in connection with, nor is any “change of control” provision triggered by, for the approval, adoption, execution, delivery or performance by each Seller the Investor of this Agreement and the other documents contemplated hereby nor or the consummation by such Seller the Investor of the transactions contemplated hereby or thereby. Each Seller has given all notices, made all filings and obtained all consents set forth on Schedule 4.2 or will have done so prior to Closing.

Appears in 1 contract

Samples: Stock Subscription Agreement (Macquarie Infrastructure CO LLC)

No Violation to Result. Except as set forth on Schedule 4.24.3, the execution, delivery and performance by each such Seller of this Agreement and the other documents contemplated hereby and the consummation by each such Seller of the transactions contemplated hereby and therebythereby and the fulfillment by such Seller of the terms hereof and thereof, do not and will not, directly or indirectly (with or without notice or lapse of timetime or both): (i) violate, breach, conflict with, constitute a default under, accelerate or permit the acceleration of the performance required by any (x) contract with respect to the Trust Seller, any of the terms of such trust’s trust agreement or Encumbrance other formation documents, (y) any Contract to which such Seller is a party or by which it is bound such Seller or such Seller’s assets are bound, or (yz) any Law, judgment, decree, order, rule, regulation, permit, license Law or other legal requirement of any Government Authority applicable to such Seller; (ii) give any Government Authority or other Person the right to challenge any of the transactions contemplated by this Agreement; or (iii) result in the creation or imposition of any Encumbrance, possibility of Encumbrance, Encumbrance or restriction in favor of any Person upon any Shares of such Seller’s shares of capital stock of the Company or any of the properties or assets of the Company. Other than as set forth on Schedule 3.3 or 4.24.3, no notice to, filing with, or consent of, any Person is necessary in connection with, nor is any and no “change of control” provision is, or will be, triggered by, the authorization, approval, adoption, execution, delivery or performance by each such Seller of this Agreement and the other documents contemplated hereby nor the consummation by such Seller of the transactions contemplated hereby or thereby. Each Seller has given all notices, made all filings and obtained all consents set forth on Schedule 4.2 or will have done so prior to Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Mantech International Corp)

No Violation to Result. Except as set forth on Schedule 4.2, the The execution, delivery and performance by each Seller the Buyer of this Agreement and the other documents contemplated hereby and the consummation by each Seller the Buyer of the transactions contemplated hereby and thereby, do not and will not, directly or indirectly (with or without notice or lapse of time): (i) violate, breach, conflict with, constitute a default under, accelerate or permit the acceleration of the performance required by any (x) any of the terms of the bylaws, articles of incorporation or other governing documents of the Buyer or any resolution adopted by the shareholders of the Buyer, (y) any note, debt instrument, security agreement, mortgage or any other contract or Encumbrance to which such Seller the Buyer is a party or by which it is bound or (yz) to Buyer’s knowledge any Lawlaw, judgment, decree, order, rule, regulation, permit, license or other legal requirement of any Government Authority applicable to such Sellerthe Buyer; (ii) to Buyer’s knowledge give any Government Authority or other Person the right to challenge any of the transactions contemplated by this Agreement; or (iii) result in the creation or imposition of any Encumbrance, possibility of Encumbrance, or restriction in favor of any Person upon any Shares or any of the properties or assets of the CompanyBuyer. Other than as set forth on Schedule 3.3 or 4.2, no No notice to, filing with, or consent of, any Person is necessary in connection with, nor is any “change of control” provision triggered by, with the approval, adoption, execution, delivery or performance by each Seller the Buyer of this Agreement and the other documents contemplated hereby nor the consummation by such Seller the Buyer of the transactions contemplated hereby or thereby. Each Seller has given all notices, made all filings and obtained all consents set forth on Schedule 4.2 or will have done so prior to Closing.

Appears in 1 contract

Samples: Securities Purchase Agreement (United American Healthcare Corp)

AutoNDA by SimpleDocs

No Violation to Result. Except as set forth on Schedule 4.2, the The execution, delivery and performance by each Seller the Buyer of this Agreement and the other documents contemplated hereby and the consummation by each Seller the Buyer of the transactions contemplated hereby and thereby, do not and will not, directly or indirectly (with or without notice or lapse of time): (i) violate, breach, conflict with, constitute a default under, accelerate or permit the acceleration of the performance required by any by, (x) contract any of the terms of the Governing Documents of the Buyer or Encumbrance any resolution adopted by the directors or shareholders of the Buyer, or (y) any note, debt instrument, security agreement, mortgage or any other Contract to which such Seller the Buyer is a party or by which it is bound bound; or (yz) any Lawlaw, judgment, decree, order, rule, regulation, permit, license or other legal requirement of any Government Authority applicable to such Sellerthe Buyer except to the extent the same would have a material adverse effect on the Buyer; (ii) give any Government Authority or other Person the right to challenge any of the transactions contemplated by this Agreement; or (iii) result in the creation or imposition of any EncumbranceLien, possibility of EncumbranceLien, or restriction in favor of any Person upon any Shares or any of the properties or assets of the CompanyBuyer. Other than as expressly set forth on Schedule 3.3 or 4.2herein and other than notice to Nasdaq, no notice to, filing with, or consent of, any Person is necessary in connection with, nor is any “change of control” provision triggered by, with the approval, adoption, execution, delivery or performance by each Seller the Buyer of this Agreement and the other documents contemplated hereby nor the consummation by such Seller the Buyer of the transactions contemplated hereby or thereby. Each Seller has given all notices, made all filings and obtained all consents set forth on Schedule 4.2 or will have done so prior to Closing.

Appears in 1 contract

Samples: Securities Purchase Agreement (United American Healthcare Corp)

No Violation to Result. Except as set forth on Schedule 4.2, the execution, delivery and performance by each Seller the Member of this Agreement and the other documents contemplated hereby and the consummation by each Seller the Member of the transactions contemplated hereby and thereby, do not and will not, directly or indirectly (with or without notice or lapse of timetime or both): (ia) violate, breach, conflict with, constitute a default under, accelerate or permit the acceleration of the performance required by (i) any of the terms of the articles of organization or operating agreement of the Member or any resolution adopted by the board of managers of the Member, (xii) contract or Encumbrance any Contract to which such Seller the Member is a party or by which it is the Member or the Member’s assets are bound or (yiii) any Law, judgment, decree, order, rule, regulation, permit, license Law or other legal requirement of any Government Governmental Authority applicable to such Sellerthe Member; (iib) give any Government Governmental Authority or other Person the right to challenge any of the transactions contemplated by this Agreement; or (iiic) result in the creation or imposition of any Encumbrance, possibility of Encumbrance, or restriction in favor of any Person upon any Shares the Membership Interest or any of the properties or assets of the Company. Other than as set forth on Schedule 3.3 or 4.2, no notice to, filing with, or consent of, any Person is necessary in connection with, nor is any and no “change of control” provision is, or will be, triggered by, the authorization, approval, adoption, execution, delivery or performance by each Seller the Member of this Agreement and the other documents contemplated hereby nor the consummation by such Seller the Member of the transactions contemplated hereby or thereby. Each Seller The Member has given all notices, made all filings and obtained all consents set forth on Schedule 4.2 or will have done so prior to Closing.

Appears in 1 contract

Samples: Purchase Agreement (Global Defense Technology & Systems, Inc.)

No Violation to Result. Except as set forth on Schedule 4.25.3, the execution, delivery and performance by each Seller the Buyer of this Agreement and the other documents contemplated hereby and the consummation by each Seller the Buyer of the transactions contemplated hereby and thereby, do not and will not, directly or indirectly (with or without notice or lapse of time): (i) violate, breach, conflict with, constitute a default under, accelerate or permit the acceleration of the performance required by any by, (x) contract any of the terms of the Certificate of Incorporation or Encumbrance Bylaws of the Buyer or any resolution adopted by the board of directors of the Buyer or shareholders of the Buyer, or (y) any note, bond, mortgage, contract, license, lease or other agreement or arrangement, oral or written, to which such Seller the Buyer is a party or by which it is bound or its assets are bound; or (yz) any Law, judgment, decree, order, rule, regulation, permit, license Law or other legal requirement of any Government Authority applicable to such Sellerthe Buyer; (ii) give any Government Authority or other Person the right to challenge any of the transactions contemplated by this Agreement; or (iii) result in the creation or imposition of any Encumbrance, possibility of Encumbrance, or restriction in favor of any Person upon any Shares or any of the properties or assets of the CompanyBuyer. Other than as set forth on Schedule 3.3 5.3 or 4.2as otherwise expressly set forth herein, no notice to, filing with, or consent of, any Person is necessary in connection with, nor is any “change of control” provision triggered by, with the approval, adoption, execution, delivery or performance by each Seller the Buyer of this Agreement and the other documents contemplated hereby nor the consummation by such Seller the Buyer of the transactions contemplated hereby or thereby. Each Seller has given all notices, made all filings and obtained all consents set forth on Schedule 4.2 or will have done so prior to Closing.

Appears in 1 contract

Samples: Share Purchase Agreement (Si International Inc)

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