No Violations or Breach. No Stockholder shall, directly or indirectly, Transfer any Restricted Securities at any time if such action would constitute a violation of any Federal or state securities laws, a breach of the conditions to any exemption from registration of Restricted Securities under any such laws, a breach of any undertaking or agreement of such Stockholder entered into pursuant to such laws or in connection with obtaining an exemption thereunder or a violation of any Gaming Laws. In order to enforce the foregoing, the Company may request that, in addition to any other documentation reasonably required pursuant to this Agreement, the transferring Stockholder provide it with a written opinion of counsel, in form and substance reasonably acceptable to counsel to the Company, to the effect that such Transfer is exempt from registration under the Federal securities laws and does not violate any Gaming Laws, and that the transferee is an Approved Purchaser.
No Violations or Breach. Notwithstanding any other provision of this Agreement, no Stockholder shall, directly or indirectly, Transfer any Restricted Securities at any time if such action would constitute a violation of any federal or state securities or blue sky laws or a breach of the conditions to any exemption from registration of Restricted Securities under any such laws or a breach of any undertaking or agreement of such Stockholder entered into pursuant to such laws or in connection with obtaining an exemption thereunder.
No Violations or Breach. Notwithstanding any other provision of this Agreement, JJDC shall not, directly or indirectly, Transfer any Restricted Securities at any time if such action would constitute a violation of any federal or state securities or blue sky laws or a breach of the conditions to any exemption from registration of Restricted Securities under any such laws or a breach of any undertaking or agreement of JJDC entered into pursuant to such laws or in connection with obtaining an exemption thereunder.
No Violations or Breach. To its knowledge, the execution and delivery of this Agreement and the consummation of the transactions contemplated herein will not conflict with or result in a breach of any of the terms and provisions of any agreement, mortgage, lease, bond, note, debenture, guaranty, deed of trust or other agreement, instrument or arrangement to which Met P&C is a party or by which its property is bound, or its certificates of incorporation, by-laws or other governing documents, or any law, administrative regulation, or any order of any court or governmental agency or authority entered in any proceeding to which Met P&C is a party or by which its property is bound, except for those conflicts or breaches which may have been waived or which do not result in a material adverse effect on Met P&C or Proformance.
No Violations or Breach. To its knowledge, the execution and delivery of the Agreements and the consummation of the transactions contemplated herein or therein will not conflict with or result in a breach of any of the terms and provisions of any agreement, mortgage, lease, bond, note, debenture, guaranty, deed of trust or other agreement, instrument or arrangement to which Proformance or NAHC is a party or by which its property is bound, or any law, administrative regulation, or any order of any court or governmental agency or authority entered in any proceeding to which Proformance or NAHC is a party or by which its property is bound, except for those conflicts or breaches which may have been waived or which do not result in a material adverse effect on Met P&C, Proformance, or NAHC.
No Violations or Breach. The Members shall not, directly or indirectly, Transfer any Membership Interest if such action would constitute a violation of any federal or state securities laws or a breach of the conditions to any exemption from registration or qualification of securities under any such laws or a breach of any undertaking or agreement of the Members entered into pursuant to such laws or in connection with obtaining an exemption thereunder.
No Violations or Breach. Except for the consent described in Section V(B)(4) below, to its knowledge, the execution and delivery of this Agreement and the consummation of the transactions contemplated herein will not conflict with or result in a breach of any of the terms and provisions of any agreement, mortgage, lease, bond, note, debenture, guaranty, deed of trust or other agreement, instrument or arrangement to which Hartford is a party or by which its property is bound, or its certificates of incorporation, by-laws or other governing documents, or any law, administrative regulation or any order of any court or governmental agency or authority entered in any proceeding to which Hartford is a party or by which its property is bound, except for those conflicts or breaches which may have been waived or which would not result in a material adverse effect on the New Jersey Personal Business.
No Violations or Breach. Except for the consent described in Section V(C)(4) to their knowledge, the execution and delivery of the Agreement and the consummation of the transactions contemplated herein will not conflict with or result in a breach of any of the terms and provisions of any agreement, mortgage, lease, bond, note, debenture, guaranty, deed of trust or other agreement, instrument or arrangement to which Proformance is a party or by which its property is bound, or any law, administrative regulation, or any order of any court or governmental agency or authority entered in any proceeding to which Proformance is a party or by which its property is bound, except for those conflicts or breaches which may have been waived or which do not result in a material adverse effect on Proformance.
No Violations or Breach. No Stockholder shall, directly or indirectly, Transfer any Restricted Securities at any time if such action would constitute a violation of any federal or state securities or blue sky laws or a breach of the conditions to any exemption from registration of Restricted Securities under any such laws or a breach of any undertaking or agreement of such Stockholder entered into pursuant to such laws or in connection with obtaining an exemption thereunder. In order to enforce the foregoing, the Company may request that, in addition to any other documentation reasonably required pursuant to this Agreement, the transferring Stockholder provide it with a written opinion of counsel, in form and substance reasonably acceptable to counsel to the Company, to the effect that such Transfer is exempt from registration under the federal securities laws.
No Violations or Breach. No Shareholder shall, directly or indirectly, Transfer any Restricted Securities at any time if such action would constitute a violation of any federal or state securities or blue sky laws or a breach of the conditions to any exemption from registration or qualification of Restricted Securities under any such laws. In order to enforce the foregoing, the Company may request that, in addition to any other documentation reasonably required pursuant to this Agreement, the transferring Shareholder provide it with a written opinion of counsel, in form and substance reasonably acceptable to counsel to the Company, to the effect that such Transfer is exempt from registration under the federal securities laws and exempt from registration or qualification under state securities or blue sky laws.
