Common use of Non-Contravention; Approvals and Consents Clause in Contracts

Non-Contravention; Approvals and Consents. (a) The execution and delivery of this Agreement by each of XXXX and LLC do not, and the performance by each of XXXX and LLC of its obligations hereunder and the consummation of the Merger and other transactions contemplated hereby will not, conflict with, result in a violation or breach of, constitute (with or without notice or lapse of time or both) a default under, result in or give to any person any right of payment or reimbursement, termination, cancellation, modification or acceleration of, or result in the creation or imposition of any Lien upon any of the assets or properties of XXXX, or LLC under, any of the terms, conditions or provisions of (i) the XXXX Agreement and Declaration of Trust or the articles of organization of LLC, (ii) subject to the actions described in paragraph (b) of this Section, (x) any laws or orders of any Governmental Authority applicable to XXXX or LLC or any of their respective assets or properties, or (y) subject to obtaining the third-party consents (the "XXXX Required Consents") set forth in Section 5.04 of the XXXX Disclosure Letter any Contracts to which XXXX is a party or by which XXXX or any of its Subsidiaries or any of their respective assets or properties is bound, excluding from the foregoing clauses (x) and (y) conflicts, violations, breaches, defaults, terminations, modifications, accelerations and creations and impositions of Liens which, individually or in the aggregate, could not reasonably be expected to have a XXXX Material Adverse Effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (New England Electric System), Agreement and Plan of Merger (New England Electric System)

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Non-Contravention; Approvals and Consents. (a) The Except as set forth in Section 4.8 of the Company Disclosure Schedule, the execution and delivery of this Agreement by each of XXXX and LLC the Company do not, and the performance by each of XXXX and LLC the Company of its obligations hereunder and the consummation of the Merger and other transactions contemplated hereby will not, conflict with, result in a violation or breach of, constitute (with or without notice or lapse of time or both) a default under, result in or give to any person Person any right of payment or reimbursement, reimbursement termination, cancellation, modification or acceleration of, or result in the creation or imposition of any Lien upon any of the assets or properties of XXXX, the Company or LLC any of its Subsidiaries under, any of the terms, conditions or provisions of (i) the XXXX Agreement and Declaration Certificate of Trust Incorporation or Bylaws (or other comparable charter document) of the articles Company or any of organization of LLCits Subsidiaries, or (ii) subject to the obtaining of the Company Shareholders' Approval and the taking of the actions described in paragraph (b) of this Section, (xA) any laws Laws or orders Orders of any Governmental Authority Body or self-regulatory organization which is charged with regulating or supervising any business conducted by the Company or any Subsidiary of the Company, applicable to XXXX the Company or LLC any of its Subsidiaries or any of their respective assets or properties, or (yB) subject to obtaining the third-party consents (the "XXXX Required Consents") set forth in Section 5.04 of the XXXX Disclosure Letter any Contracts Contract to which XXXX the Company or any of its Subsidiaries is a party or by which XXXX the Company or any of its Subsidiaries or any of their respective assets or properties is bound, excluding from the foregoing clauses (xA) and (yB) conflicts, violations, breaches, defaults, terminations, modifications, accelerations and creations and impositions of Liens which, individually or in the aggregate, could not reasonably be expected to have a XXXX Company Material Adverse Effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Progressive Corp/Oh/)

Non-Contravention; Approvals and Consents. (a) The execution and delivery of this Agreement by each of XXXX Parent, Sub and LLC their affiliates do not, and the performance by each of XXXX and LLC them of its their obligations hereunder and the consummation by it of the Merger and other transactions contemplated hereby and thereby will not, conflict with, result in a violation or breach of, constitute (with or without notice or lapse of time or both) a default under, result in or give to any person any right of payment or reimbursement, termination, cancellation, modification or acceleration of, or result in the creation or imposition of any Lien upon any of the their assets or properties of XXXX, or LLC under, any of the terms, conditions or provisions of (i) the XXXX Agreement and Declaration of Trust their certificates or the articles of organization of LLCincorporation or bylaws (or other comparable charter documents), or (ii) subject to the taking of the actions described in paragraph (b) of this Section, (x) any laws or orders of any Governmental or Regulatory Authority applicable to XXXX or LLC them or any of their respective assets or properties, or (y) subject to obtaining the third-party consents (the "XXXX Required Consents") set forth in Section 5.04 of the XXXX Disclosure Letter any Contracts to which XXXX any of them is a party or by which XXXX or any of its Subsidiaries them or any of their respective assets or properties is bound, excluding from the foregoing clauses (x) and (y) conflicts, violations, breaches, defaults, terminations, modifications, accelerations and creations and impositions of Liens which, individually or in the aggregate, could not be reasonably be expected to have a XXXX Material Adverse Effectmaterial adverse effect on Parent and its Subsidiaries taken as a whole or on the ability of Parent, Sub and their affiliates to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Anthracite Capital Inc)

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Non-Contravention; Approvals and Consents. (a) The execution and delivery of this Agreement by each of XXXX and LLC the Company do not, and the performance by each of XXXX and LLC the Company of its obligations hereunder and the consummation of the Merger and other transactions contemplated hereby will not, conflict with, result in a violation or breach of, constitute (with or without notice or lapse of time or both) a default under, result in or give to any person Person any right of payment or reimbursement, termination, cancellation, modification or acceleration of, or result in the creation or imposition of any Lien upon any of the assets or properties of XXXX, the Company or LLC any of its Subsidiaries under, any of the terms, conditions or provisions of (i) the XXXX Agreement and Declaration Certificate of Trust Incorporation or By-laws (or other comparable charter document) of the articles Company or any of organization of LLCits Subsidiaries, or (ii) subject to the obtaining of the Company Shareholders' Approval and the taking of the actions described in paragraph (b) of this Section, (x) any laws Laws or orders Orders, of any Governmental Authority Body or self-regulatory organization which is charged with regulating or supervising any business conducted by the Company or any Subsidiary of the Company, applicable to XXXX the Company or LLC any of its Subsidiaries or any of their respective assets or properties, or (y) subject to obtaining the third-party consents (the "XXXX Required Consents") set forth in Section 5.04 of the XXXX Disclosure Letter any Contracts Contract to which XXXX the Company or any of its Subsidiaries is a party or by which XXXX the Company or any of its Subsidiaries or any of their respective assets or properties is bound, excluding from the foregoing clauses (x) and (y) conflicts, violations, breaches, defaults, terminations, modifications, accelerations and creations and impositions of Liens which, individually or in the aggregate, could not reasonably be expected to have a XXXX Company Material Adverse Effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Danielson Holding Corp)

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