Common use of Validity; Enforcement; No Conflicts Clause in Contracts

Validity; Enforcement; No Conflicts. This Agreement has been duly and validly authorized, executed and delivered on behalf of the Seller and shall constitute the legal, valid and binding obligations of the Seller enforceable against the Seller in accordance with their respective terms, except as such enforceability may be limited by general principles of equity or to applicable bankruptcy, insolvency, reorganization, moratorium, liquidation and other similar laws relating to, or affecting generally, the enforcement of applicable creditors’ rights and remedies. The execution, delivery and performance by the Seller of this Agreement and the consummation by the Seller of the transactions contemplated hereby will not (i) result in a violation of the organizational documents of United or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which United is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities or “blue sky” laws) applicable to United, except in the case of clause (ii) above, for such conflicts, defaults or rights which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of the Seller to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Iconic Brands, Inc.)

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Validity; Enforcement; No Conflicts. This Agreement has been duly and validly authorized, executed and delivered on behalf of the Seller such Buyer and shall constitute the legal, valid and binding obligations of the Seller such Buyer enforceable against the Seller such Buyer in accordance with their respective its terms, except as such enforceability may be limited by general principles of equity or to applicable bankruptcy, insolvency, reorganization, moratorium, liquidation and other similar laws relating to, or affecting generally, the enforcement of applicable creditors’ rights and remedies. The execution, delivery and performance by the Seller such Buyer of this Agreement and the consummation by the Seller such Buyer of the transactions contemplated hereby will not (i) result in a violation of the organizational documents of United such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which United such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities or “blue skyBlue Sky” laws) applicable to Unitedsuch Buyer, except in the case of clause clauses (ii) and (iii) above, for such conflicts, defaults defaults, rights or rights violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of the Seller such Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Inpixon)

Validity; Enforcement; No Conflicts. This Agreement has been duly and validly authorized, executed and delivered on behalf of the Seller Buyer and shall constitute the legal, valid and binding obligations of the Seller Buyer enforceable against the Seller Buyer in accordance with their respective terms, except as such enforceability may be limited by general principles of equity or to applicable bankruptcy, insolvency, reorganization, moratorium, liquidation and other similar laws relating to, or affecting generally, the enforcement of applicable creditors’ rights and remedies. The execution, delivery and performance by the Seller Buyer of this Agreement and the consummation by the Seller Buyer of the transactions contemplated hereby will not (i) result in a violation of the organizational documents of United the Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which United the Buyer is a partyparty or by which it is bound, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities or “blue sky” laws) applicable to Unitedthe Buyer, except in the case of clause (ii) above, for such conflicts, defaults or rights which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of the Seller Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Iconic Brands, Inc.)

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Validity; Enforcement; No Conflicts. This Agreement has been duly and validly authorized, executed and delivered on behalf of the Seller Company and shall constitute the legal, valid and binding obligations of the Seller Company enforceable against the Seller Company in accordance with their respective terms, except as such enforceability may be limited by general principles of equity or to applicable bankruptcy, insolvency, reorganization, moratorium, liquidation and other similar laws relating to, or affecting generally, the enforcement of applicable creditors’ rights and remedies. The execution, delivery and performance by the Seller Company of this Agreement and the consummation by the Seller Company of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of United the Company or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which United the Company is a partyparty or by which it is bound, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities or “blue sky” laws) applicable to Unitedthe Company, except in the case of clause (ii) above, for such conflicts, defaults or rights which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of the Seller Company to perform its obligations hereunder.

Appears in 1 contract

Samples: Exchange Agreement (AntriaBio, Inc.)

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