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

Non-Contravention; Filings and Consents. (a) The execution, delivery, and performance by EVI of this Agreement or the consummation by EVI of the Merger and the other transactions contemplated hereby do not and will not (with or without notice or lapse of time, or both): (1) contravene, conflict with, or result in any violation or breach of any provision of the Organizational Documents of EVI or any of its Subsidiaries; (2) assuming compliance with the matters referred to in Section 4.5 of the EVI Disclosure Schedule and that the EVI Stockholder Approval is obtained, contravene, conflict with or result in any material violation or breach of any provision of any applicable Law or Order; (3) require any consent or approval under, violate, conflict with, result in any breach of or any loss of any benefit under, or constitute a change of control or default under, or result in termination or give to others any right of termination, vesting, amendment, acceleration or cancellation of any EVI Material Contract; or (4) result in the creation or imposition of any material Lien on any asset of EVI or any of its Subsidiaries. (b) The execution, delivery and performance of this Agreement by EVI and the consummation of the transactions contemplated hereby by EVI do not and will not require any material consent, approval, authorization or Permit of, action by, filing with or notification to, any Governmental Authority, other than (i) the filing of the EVI Certificate of Merger with the Delaware Secretary of State and appropriate documents with the relevant authorities of other states in which EVI is qualified to do business, and (ii) the filing with the SEC of such reports under, and such other compliance with any applicable requirements of the Securities Act, the Exchange Act, and any other applicable U.S. state or federal or foreign securities Laws,.

Non-Contravention; Filings and Consents. (a) The execution, delivery, and performance by EVI MTI of this Agreement or the consummation by EVI MTI of the MTI Merger and the other transactions contemplated hereby do not and will not (with or without notice or lapse of time, or both): (1) contravene, conflict with, or result in any violation or breach of any provision of the MTI Organizational Documents of EVI or any of its SubsidiariesDocuments; (2) assuming compliance with the matters referred to in Section 4.5 5.5 of the EVI MTI Disclosure Schedule and that the EVI MTI Stockholder Approval is obtained, contravene, conflict with or result in any material a violation or breach of any provision of any applicable Law or Order; (3) require any consent or approval under, violate, conflict with, result in any breach of or any loss of any benefit under, or constitute a change of control or default under, or result in termination or give to others any right of termination, vesting, amendment, acceleration or cancellation of any EVI Material ContractContract to which MTI or any Subsidiary of MTI is a party, or by which they or any of their respective properties or assets may be bound or affected; or (4) result in the creation or imposition of any material Lien on any asset of EVI MTI or any of its Subsidiaries. (b) The execution, delivery and performance of this Agreement by EVI MTI and the consummation of the transactions contemplated hereby by EVI MTI do not and will not require any material consent, approval, authorization or Permit of, action by, filing with or notification to, any Governmental Authority, other than (i) the filing of the EVI Certificate of Merger with the Delaware Nevada Secretary of State and appropriate documents with the relevant authorities of other states in which EVI MTI is qualified to do business, and (ii) the filing with the SEC of such reports under, and such other compliance with any applicable requirements of the Securities Act, the Exchange Act, and any other applicable U.S. state or federal or foreign securities Laws,.

Non-Contravention; Filings and Consents. (a) The execution, delivery, and performance by EVI the Company of this Agreement or the consummation by EVI the Company of the Merger and the other transactions contemplated hereby do not and will not (with or without notice or lapse of time, or both): (1) contravene, contravene conflict with, with or result in any violation or breach of any provision of the Organizational Documents of EVI the Company or any of its Subsidiaries;. (2) assuming compliance with the matters referred to in Section 4.5 of the EVI Disclosure Schedule 4.3 and that the EVI Company Stockholder Approval is obtained, contravenecontravenes, conflict with conflicts with, or result results in any material a violation or breach of any provision of any applicable Law or Order;. (3) require any consent or approval under, violate, conflict with, result in any breach of or any loss of any benefit under, or constitute a change of control or default under, or result in termination or give to others any right of termination, vesting, amendment, acceleration or cancellation of any EVI Material ContractContract to which the Company or any Subsidiary of the Company is a party, or by which they or any of their respective properties or assets may be bound or affected; or (4) result in the creation or imposition of any material Lien on any asset of EVI the Company or any of its Subsidiaries. (b) The execution, delivery delivery, and performance of this Agreement by EVI the Company and the consummation of the transactions contemplated hereby by EVI the Company do not and will not require any material consent, approval, authorization or Permit of, action by, filing with or notification to, any Governmental Authority, other than (i) the filing of the EVI Certificate of Merger with the Delaware Secretary of State and appropriate documents with the relevant authorities of other states in which EVI the Company is qualified to do business, and (ii) compliance with any applicable requirements of Antitrust Laws, and (iii) the filing with the SEC of the 14c Information Statement and the Form S-4, and declaration of effectiveness of the Form S-4, and the filing with the SEC of such reports under, and such other compliance with any applicable requirements of the Securities Act, the Exchange Act, and any other applicable U.S. state or federal or foreign securities Laws,, or the NASDAQ stock exchange.

Non-Contravention; Filings and Consents. (a) The Except as set forth on Section 4.5 of the Company Disclosure Schedule, the execution, delivery, and performance by EVI the Company of this Agreement or the consummation by EVI the Company of the Merger and the other transactions contemplated hereby do not and will not (with or without notice or lapse of time, or both): (1) contravene, conflict with, or result in any violation or breach of any provision of the Organizational Documents Certificate of EVI Incorporation or any Bylaws of its Subsidiariesthe Company; (2) assuming compliance with the matters referred to in Section 4.5 of the EVI Disclosure Schedule 5.3 and that the EVI Stockholder Approval is obtained, materially contravene, materially conflict with or result in any a material violation or breach of any provision of any applicable Law or Order; (3) require any consent or approval under, materially violate, materially conflict with, result in any material breach of or any material loss of any benefit under, or constitute a change of control or material default under, or result in termination or give to others any right of termination, vesting, amendment, acceleration acceleration, payment or cancellation of any EVI Material ContractContract to which the Company is a party, or by which they or any of their respective properties or assets may be bound or affected with such exceptions, in the case of each of Section 4.5(a)(2) and Section 4.5(a)(3), as would not reasonably be expected to prevent or materially impair the ability of the Company to consummate the Merger and the other transactions contemplated by this Agreement; or (4) result in the creation or imposition of any material Lien (other than a Permitted Lien) on any asset of EVI or any of its Subsidiariesthe Company. (b) The execution, delivery and performance of this Agreement by EVI the Company and the consummation of the transactions contemplated hereby by EVI the Company do not and will not require any material consent, approval, authorization or Permit permit of, action by, filing with or notification to, any Governmental Authority, other than (i) the filing of the EVI Certificate of Merger with the Delaware Secretary of State and appropriate documents with the relevant authorities of other states in which EVI the Company is qualified to do business, and (ii) the filing with the SEC of such reports under, and such other compliance with any applicable requirements of the Securities Act, the Exchange Act, and any other applicable U.S. state or federal or foreign securities Laws,, except for authorizations from a Governmental Authority or filings that if failed to be obtained, given or made would not reasonably be expected to prevent or materially impair the ability of the Company to consummate the Merger and the other transactions contemplated by this Agreement.