No Violations Resulting From Transactions. The execution and delivery of this Agreement by the Shareholders and the Corporation, and each of the Related Agreements to which they are a party, and the consummation of the transactions contemplated hereby and thereby by the Shareholders and the Corporation will not (a) conflict with or violate any provision of the articles or certificate of incorporation or by-laws of the Corporation, (b) except as set forth in Exhibit D, require any consent, waiver, approval, authorization, permission, or filing with or notification to, any third party, (c) result in or constitute a default, or require any consent or approval of or notice to any person or entity, or result in the creation of an encumbrance, under or pursuant to (i) any of the contracts to which the Corporation is a party (including but not limited to contracts of insurance and leases as applicable), or (ii) any other material agreements to which any of the Shareholders is a party, or (d) violate any law applicable to the Shareholders or the Corporation.
Appears in 12 contracts
Samples: Shareholder Agreement (Dispatch Management Services Corp), Shareholder Agreement (Dispatch Management Services Corp), Shareholder Agreement (Dispatch Management Services Corp)
No Violations Resulting From Transactions. The execution and delivery of this Agreement by the Shareholders Shareholder and the Corporation, and each of the Related Agreements to which they are a party, and the consummation of the transactions contemplated hereby and thereby by the Shareholders Shareholder and the Corporation will not (a) conflict with or violate any provision of the articles or certificate of incorporation or by-laws of the Corporation, (b) except as set forth in Exhibit D, require any consent, waiver, approval, authorization, permission, or filing with or notification to, any third party, (c) result in or constitute a default, or require any consent or approval of or notice to any person or entity, or result in the creation of an encumbrance, under or pursuant to (i) any of the contracts to which the Corporation is a party (including but not limited to contracts of insurance and leases as applicable), or (ii) any other material agreements to which any of the Shareholders Shareholder is a party, or (d) violate any law applicable to the Shareholders Shareholder or the Corporation.
Appears in 10 contracts
Samples: Shareholder Agreement (Dispatch Management Services Corp), Shareholder Agreement (Dispatch Management Services Corp), Shareholder Agreement (Dispatch Management Services Corp)
No Violations Resulting From Transactions. The execution and delivery of this Agreement by the Shareholders and the Corporation, and each of the Related Agreements to which they are a party, and the consummation of the transactions contemplated hereby and thereby by the Shareholders and the Corporation will not (a) conflict with or violate any provision of the articles Articles or certificate Certificate of incorporation Incorporation or byBy-laws of the Corporation, (b) except as set forth in Exhibit D, require any consent, waiver, approval, authorization, permission, or filing with or notification to, any third party, (c) result in or constitute a default, or require any consent or approval of or notice to any person or entity, or result in the creation of an encumbrance, under or pursuant to (i) any of the contracts to which the Corporation is a party (including but not limited to contracts of insurance and leases as applicable), or (ii) any other material agreements to which any of the Shareholders is a party, or (d) violate any law applicable to the Shareholders or the Corporation.
Appears in 1 contract
Samples: Shareholder Agreement (Dispatch Management Services Corp)
No Violations Resulting From Transactions. The execution and delivery of this Agreement by the Shareholders and the Corporation, and each of the Related Agreements to which they are a party, and the consummation of the transactions contemplated hereby and thereby by the Shareholders and the Corporation will not (a) conflict with or violate any provision of the articles or certificate of incorporation or by-laws organizational documents of the Corporation, (b) except as set forth in Exhibit D, require any consent, waiver, approval, authorization, permission, or filing with or notification to, any third party, (c) result in or constitute a default, or require any consent or approval of or notice to any person or entity, or result in the creation of an encumbrance, under or pursuant to (i) any of the contracts to which the Corporation is a party (including but not limited to contracts of insurance and leases as applicable), or (ii) any other material agreements to which any of the Shareholders is a party, or (d) violate any law applicable to the Shareholders or the Corporation.
Appears in 1 contract
Samples: Shareholder Agreement (Dispatch Management Services Corp)
No Violations Resulting From Transactions. The execution and delivery of this Agreement by the Shareholders Sole Shareholder and the Corporation, and each of the Related Agreements to which they are a party, and the consummation of the transactions contemplated hereby and thereby by the Shareholders Sole Shareholder and the Corporation will not (a) conflict with or violate any provision of the articles or certificate of incorporation or by-laws of the Corporation, (b) except as set forth in Exhibit D, require any consent, waiver, approval, authorization, permission, or filing with or notification to, any third party, (c) result in or constitute a default, or require any consent or approval of or notice to any person or entity, or result in the creation of an encumbrance, under or pursuant to (i) any of the contracts to which the Corporation is a party (including but not limited to contracts of insurance and leases as applicable), or (ii) any other material agreements to which any of the Shareholders Sole Shareholder is a party, or (d) violate any law applicable to the Shareholders Sole Shareholder or the Corporation.
Appears in 1 contract
Samples: Shareholder Agreement (Dispatch Management Services Corp)
No Violations Resulting From Transactions. The execution and delivery of this Agreement by the Shareholders Shareholder and the Corporation, and each of the Related Agreements to which they are a party, and the consummation of the transactions contemplated hereby and thereby by the Shareholders Shareholder and the Corporation will not (a) conflict with or violate any provision of the articles or certificate of incorporation or by-laws of the Corporation, ; (b) except as set forth in Exhibit D, require any consent, waiver, approval, authorization, permission, or filing with or notification to, any third party, ; (c) result in or constitute a default, or require any consent or approval of or notice to any person or entity, or result in the creation of an encumbrance, under or pursuant to (i) any of the contracts to which the Corporation is a party (including but not limited to contracts of insurance and leases as applicable), or (ii) any other material agreements to which any of the Shareholders Shareholder is a party, ; or (d) violate any law applicable to the Shareholders Shareholder or the Corporation.
Appears in 1 contract
Samples: Shareholder Agreement (Dispatch Management Services Corp)