Common use of Non-Contravention, etc Clause in Contracts

Non-Contravention, etc. Neither the execution and delivery of this Agreement nor the consummation by the Company of any of the transactions contemplated hereby does or will constitute, result in or give rise to (a) a breach of or a default or violation under any provision of the Charter or By-laws of the Company or (b), except as set forth on Schedule 4.6, (i) a breach or violation under any provision of any Contractual Obligation of the Company, (ii) the acceleration of the time for performance of any obligation under any such Contractual Obligation, (iii) the imposition of any Lien upon or the forfeiture of any Asset (including, without limitation, any Asset held under a lease or license), (iv) a requirement that any consent under, or waiver of, any such Contractual Obligations, Charter or By-law provision be obtained or (v) any severance payments, right of termination, modification of terms, or any other right or cause of action under any such Contractual Obligation or Charter or By-law provision, except in the case of clause (b)(i) above where such breaches, defaults, events or violation would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Stock and Warrant Purchase Agreement, Stock and Warrant Purchase Agreement (Kenexa Corp)

AutoNDA by SimpleDocs

Non-Contravention, etc. Neither the execution and delivery of this ----------------------- Agreement nor the consummation by the Company of any of the transactions contemplated hereby does or will constitute, result in or give rise to (a) a breach of or a default or violation under any provision of the Charter or By-laws of the Company or (b), except as set forth on Schedule 4.6, (i) a breach or violation under any provision of any Contractual Obligation of the Company, (ii) the acceleration of the time for performance of any obligation under any such Contractual Obligation, (iii) the imposition of any Lien upon or the forfeiture of any Asset (including, without limitation, any Asset held under a lease or license), (iv) a requirement that any consent under, or waiver of, any such Contractual Obligations, Charter or By-law provision be obtained that has not already been obtained or (v) any severance paymentspayment, right of termination, modification of terms, or any other right or cause of action under any such Contractual Obligation or Charter or By-law provision, except in the case of clause (b)(i) above where such breaches, defaults, events or violation would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Talentpoint Inc)

Non-Contravention, etc. Neither the execution and delivery of this Agreement ---------------------- the Transaction Documents nor the consummation by the Company of any of the transactions contemplated hereby does or thereby will constitute, result in in, or give rise to to, (a) a any breach of of, or a default under, any Contractual Obligation or violation under any provision of the Charter or By-laws Laws of the Company Holdings or any of its Subsidiaries, or any Legal Requirement applicable to Holdings or any of its Subsidiaries, (b), except as set forth on Schedule 4.6, (i) a breach or violation under any provision of any Contractual Obligation of the Company, (ii) the acceleration of the time for performance of any obligation under any such Contractual Obligation, (iiic) the imposition of any Lien upon upon, or the forfeiture of any Asset (including, without limitationof, any Asset held under a lease asset of Holdings or license)any of its Subsidiaries, (ivd) a the requirement that any consent under, or waiver of, any such Contractual ObligationsObligation, Charter or By-law By- Law provision or Legal Requirement be obtained or (ve) any severance payments, right of termination, modification of terms, right of termination or any other right or cause of action under any such Contractual Obligation or Charter or By-law provision, except in the case of clause (b)(i) above where such breaches, defaults, events or violation would not have a Material Adverse EffectObligation.

Appears in 1 contract

Samples: Securities Purchase Agreement (Sylvan Learning Systems Inc)

Non-Contravention, etc. Neither the execution and delivery of this ----------------------- Agreement nor the consummation by the Company of any of the transactions contemplated hereby does or will constitute, result in or give rise to (a) a breach of or a default or violation under any provision of the Charter or By-By- laws of the Company or (b), except as set forth on Schedule 4.6, (i) a breach or violation under any provision of any Contractual Obligation of the Company, (ii) the acceleration of the time for performance of any obligation under any such Contractual Obligation, (iii) the imposition of any Lien upon or the forfeiture of any Asset (including, without limitation, any Asset held under a lease or license), (iv) a requirement that any consent under, or waiver of, any such Contractual Obligations, Charter or By-law provision be obtained or (v) any severance payments, right of termination, modification of terms, or any other right or cause of action under any such Contractual Obligation or Charter or By-By- law provision, except in the case of clause (b)(i) above where such breaches, defaults, events or violation would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Common Stock and Warrant Purchase Agreement (Talentpoint Inc)

AutoNDA by SimpleDocs

Non-Contravention, etc. Neither the The execution and delivery of this Agreement nor and the other Transaction Agreements to which the Company is or will be party does not or will not, and the consummation by the Company and its Subsidiaries of any of the transactions contemplated hereby Contemplated Transactions does not or will not constitute, result in or give rise to (a) a breach or violation of or a default or violation under any provision of the Charter or By-laws of the Company or any Target Company, (b) a material breach, material modification or material violation of or under (or an event that, with notice or lapse of time or both, would become a default under), except as set forth on Schedule 4.6termination or cancellation or right to terminate, (i) a breach cancel, or violation modify any required payment under any provision of any Contractual Obligation of the any Target Company, (iic) the acceleration of the time for performance of any material obligation or payment under any such Contractual Obligation, Obligation or (iiid) the imposition or creation of any material Lien upon or the forfeiture of any Asset material asset, Intangible, or right of a Target Company (including, without limitation, including any Asset such asset or Intangible held under a lease or license), (iv) a requirement that any consent under, or waiver of, any such Contractual Obligations, Charter or By-law provision be obtained or (v) any severance payments, right of termination, modification of terms, or any other right or cause of action under any such Contractual Obligation or Charter or By-law provision, except in the case of clause (b)(i) above where such breaches, defaults, events or violation would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Stock Purchase Agreement (Visant Corp)

Time is Money Join Law Insider Premium to draft better contracts faster.