Common use of Noncontravention; Governmental Approval Clause in Contracts

Noncontravention; Governmental Approval. (a) The execution, delivery and performance of this Agreement and the Ancillary Agreements by Buyer do not and will not, and the consummation by Buyer of the transactions contemplated by this Agreement and the Ancillary Agreements and compliance by Buyer with the provisions of this Agreement and the Ancillary Agreements will not, conflict with, or result in any violation or breach of, or default (with or without notice or lapse of time, or both) under, or give rise to a right of, or result in, termination, modification, cancellation or acceleration of any obligation or to the loss of a benefit under, or result in the creation of any Lien in or upon any of the properties, rights or assets of Buyer under, or require any consent or approval by, or any notice to, any person under, (i) the Organizational Documents of Buyer, (ii) any Contract to which Buyer is a party or any of its properties, rights or assets is subject or (iii) any (1) Law applicable to Buyer or any of its properties, rights or assets or (2) Order applicable to Buyer or its properties, rights or assets. (b) No consent, approval, license, permit, order, qualification or authorization of, action by or in respect of, or registration, declaration or filing with, any Governmental Entity is required by or with respect to Buyer in connection with the execution, delivery and performance by Buyer of this Agreement or the Ancillary Agreements or the transactions contemplated hereby and thereby.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Star Equity Holdings, Inc.), Asset Purchase Agreement (Star Equity Holdings, Inc.), Asset Purchase Agreement (Quest Resource Holding Corp)

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Noncontravention; Governmental Approval. (a) The execution, delivery and performance of this Agreement and the Ancillary Agreements by Buyer the Shareholder do not and will not, and the consummation by Buyer the Shareholder of the transactions contemplated by this Agreement and the Ancillary Agreements and compliance by Buyer the Shareholder with the provisions of this Agreement and the Ancillary Agreements will not, conflict with, or result in any violation or breach of, or default (with or without notice or lapse of time, or both) under, or give rise to a right of, or result in, termination, modification, cancellation or acceleration of any obligation or to the loss of a benefit under, or result in the creation of any Lien in or upon any of the properties, rights or assets of Buyer Seller under, or require any consent or approval by, or any notice to, any person under, (i) the Organizational Documents of Buyer, (ii) any Contract to which Buyer the Shareholder is a party or any of its properties, rights or assets is subject or (iiiii) any (1A) Law applicable to Buyer the Shareholder or any of its properties, rights or assets or (2B) Order applicable to Buyer the Shareholder or its properties, rights or assets. (b) No consent, approval, license, permit, order, qualification or authorization of, action by or in respect of, or registration, declaration or filing with, any Governmental Entity is required by or with respect to Buyer the Shareholder in connection with the execution, delivery and performance by Buyer of this Agreement or the Ancillary Agreements or the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Quest Resource Holding Corp)

Noncontravention; Governmental Approval. (a) The execution, delivery and performance of this Agreement and the Ancillary Agreements by Buyer such Shareholder do not and will not, and the consummation by Buyer such Shareholder of the transactions contemplated by this Agreement and the Ancillary Agreements and compliance by Buyer such Shareholder with the provisions of this Agreement and the Ancillary Agreements will not, conflict with, or result in any violation or breach of, or default (with or without notice or lapse of time, or both) under, or give rise to a right of, or result in, termination, modification, cancellation or acceleration of any obligation or to the loss of a benefit under, or result in the creation of any Lien in or upon any of the properties, rights or assets of Buyer Seller under, or require any consent or approval by, or any notice to, any person under, (i) the Organizational Documents of Buyer, (ii) any Contract to which Buyer such Shareholder is a party or any of its properties, rights or assets is subject or (iiiii) any (1) Law applicable to Buyer such Shareholder or any of its properties, rights or assets or (2) Order applicable to Buyer such Shareholder or its properties, rights or assets. (b) No consent, approval, license, permit, order, qualification or authorization of, action by or in respect of, or registration, declaration or filing with, any Governmental Entity is required by or with respect to Buyer such Shareholder in connection with the execution, delivery and performance by Buyer of this Agreement or the Ancillary Agreements or the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Steel Excel Inc.)

Noncontravention; Governmental Approval. (a) The execution, delivery and performance of this Agreement and the Ancillary Agreements by Buyer the Member do not and will not, and the consummation by Buyer such Member of the transactions contemplated by this Agreement and the Ancillary Agreements and compliance by Buyer such Member with the provisions of this Agreement and the Ancillary Agreements will not, conflict with, or result in any violation or breach of, or default (with or without notice or lapse of time, or both) under, or give rise to a right of, or result in, termination, modification, cancellation or acceleration of any obligation or to the loss of a benefit under, or result in the creation of any Lien in or upon any of the properties, rights or assets of Buyer Seller under, or require any consent or approval by, or any notice to, any person under, (i) the Organizational Documents of Buyer, (ii) any Contract to which Buyer such Member is a party or any of its properties, rights or assets is subject or (iiiii) any (1A) Law applicable to Buyer such Member or any of its his properties, rights or assets or (2B) Order applicable to Buyer such Member or its his properties, rights or assets. (b) No consent, approval, license, permit, order, qualification or authorization of, action by or in respect of, or registration, declaration or filing with, any Governmental Entity is required by or with respect to Buyer the Member in connection with the execution, delivery and performance by Buyer of this Agreement or the Ancillary Agreements or the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Star Equity Holdings, Inc.)

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Noncontravention; Governmental Approval. (a) The execution, delivery and performance of this Agreement and the Ancillary Agreements by Buyer the Shareholder do not and will not, and the consummation by Buyer such Shareholder of the transactions contemplated by this Agreement and the Ancillary Agreements and compliance by Buyer such Shareholder with the provisions of this Agreement and the Ancillary Agreements will not, conflict with, or result in any violation or breach of, or default (with or without notice or lapse of time, or both) under, or give rise to a right of, or result in, termination, modification, cancellation or acceleration of any obligation or to the loss of a benefit under, or result in the creation of any Lien in or upon any of the properties, rights or assets of Buyer Seller under, or require any consent or approval by, or any notice to, any person under, (i) the Organizational Documents of Buyer, (ii) any Contract to which Buyer such Shareholder is a party or any of its properties, rights or assets is subject or (iiiii) any (1A) Law applicable to Buyer such Shareholder or any of its properties, rights or assets or (2B) Order applicable to Buyer such Shareholder or its properties, rights or assets. (b) No consent, approval, license, permit, order, qualification or authorization of, action by or in respect of, or registration, declaration or filing with, any Governmental Entity is required by or with respect to Buyer the Shareholder in connection with the execution, delivery and performance by Buyer of this Agreement or the Ancillary Agreements or the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Star Equity Holdings, Inc.)

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