Common use of Absence of Conflicts Clause in Contracts

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated hereby, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (b) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, (c) conflict with or constitute a material default thereunder, (d) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, or (e) require the approval of any third-party (that has not been obtained) pursuant to any material contract to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 24 contracts

Samples: Private Equity Line Agreement (Fonix Corp), Stock Purchase Agreement (American Access Technologies Inc), Stock Purchase Agreement (Chromatics Color Sciences International Inc)

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Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (ba) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, ; (cb) conflict with or constitute a material default thereunder, ; (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, ; or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 21 contracts

Samples: Escrow Agreement (Integrated Surgical Systems Inc), Preferred Stock Purchase Agreement (Integrated Surgical Systems Inc), Credit Agreement (Nam Corp)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (ba) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, (cb) conflict with or constitute a material default thereunder, (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 14 contracts

Samples: Credit Agreement (Select Media Communications Inc), Private Equity Line of Credit Agreement (Vianet Technologies Inc), Private Equity Line of Credit Agreement (Vizario Inc)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated hereby, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not to the Investor's knowledge (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (b) violate any provision of any indenture, instrument or agreement to which the Investor is a party or is subject, or by which the Investor or any of its assets is bound, (c) conflict with or constitute a material default thereunder, (d) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by the Investor to any third party, or (e) require the approval of any third-party (that has not been obtained) pursuant to any material contract to which the Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Globalnet Inc), Stock Purchase Agreement (Appliedtheory Corp), Stock Purchase Agreement (Practice Works Inc)

Absence of Conflicts. The execution execution, delivery and delivery performance of this Agreement and any each other document or instrument contemplated herebyTransaction Document, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements thereofhereof and thereof by the Investor, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, Investor or (ba) violate any provision of any indenture, instrument or agreement to which the Investor is a party or is subject, or by which the Investor or any of its assets is bound, ; (cb) conflict with or constitute a material default thereunder, ; (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by the Investor to any third party, ; or (ed) require the approval of any third-third party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which the Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 6 contracts

Samples: Securities Purchase Agreement (BioMETRX), Securities Purchase Agreement (Cdknet Com Inc), Securities Purchase Agreement (BioMETRX)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated hereby, the Transaction Documents and the consummation of the transactions contemplated thereby, hereby and thereby and compliance with the requirements hereof and thereof, will not (a) result in a violation of the organizational documents of the Investor; (b) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on the Investor, or, to the Investor's knowledge, (bc) violate any provision of any indenture, instrument or agreement to which the Investor is a party or is subject, or by which the Investor or any of its assets is bound, (c) or conflict with or constitute a material default thereunder, (d) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by the Investor to any third party, or (e) require the approval of any third-party (that has not been obtained) pursuant to any material contract contract, instrument, agreement, relationship or legal obligation to which the Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 5 contracts

Samples: Securities Purchase Agreement (QUHUO LTD), Securities Purchase Agreement (Baosheng Media Group Holdings LTD), Securities Purchase Agreement (QUHUO LTD)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated herebythe agreements the forms of which are attached as Exhibits hereto and executed in connection herewith, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, Investor or (ba) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, ; (cb) conflict with or constitute a material default thereunder, ; (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, ; or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 5 contracts

Samples: Debenture and Warrant Purchase Agreement (Brilliant Digital Entertainment Inc), Debenture and Warrant Purchase Agreement (Brilliant Digital Entertainment Inc), Debenture and Warrant Purchase Agreement (Brilliant Digital Entertainment Inc)

Absence of Conflicts. The execution and delivery of this --------------------- Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree decree, administrative action or award binding on Investor, or, to the Investor's knowledge, (ba) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, ; (cb) conflict with or constitute a material default thereunder, ; (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, ; or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 5 contracts

Samples: Credit Agreement (Worldwide Wireless Networks Inc), Credit Agreement (Worldwide Wireless Networks Inc), Credit Agreement (Worldwide Wireless Networks Inc)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree decree, administrative action or award binding on Investor, or, to the Investor's knowledge, (ba) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, ; (cb) conflict with or constitute a material default thereunder, ; (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, ; or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 4 contracts

Samples: Credit Agreement (Planet Polymer Technologies Inc), Credit Agreement (Paradigm Medical Industries Inc), Credit Agreement (Paradigm Medical Industries Inc)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements hereof and thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on the Investor, or, to or the Investor's knowledge, (b) violate any provision of any indenture, instrument or agreement to which the Investor is a party or is subject, or by which the Investor or any of its assets is bound, (c) or conflict with or constitute a material default thereunder, (d) or result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by the Investor to any third party, or (e) require the approval of any third-third party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which the Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 4 contracts

Samples: Structured Equity Line Flexible Financing (Elcom International Inc), Line Financing Agreement (Corzon Inc), Equity Line Financing Agreement (Asm International N V)

Absence of Conflicts. The execution and delivery of this -------------------- Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (b) (a) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, (c) conflict with or constitute a material default thereunder, (d) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, or (e) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Sonic Solutions/Ca/), Escrow Agreement (Sonic Solutions/Ca/), Private Equity Line Agreement (Sonic Solutions/Ca/)

Absence of Conflicts. The execution and delivery of this -------------------- Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (ba) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, (cb) conflict with or constitute a material default thereunder, (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Sonic Solutions/Ca/), Credit Agreement (Team Communications Group Inc), Credit Agreement (Advanced Aerodynamics & Structures Inc/)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (ba) violate any provision of any indenture, instrument or agreement to which the Investor is a party or is are subject, or by which the Investor or any of its assets is bound, ; (cb) conflict with or constitute a material default thereunder, ; (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, ; or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor any of the Investors is subject or to which any of its their assets, operations or management may be subject.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (Multi Tech International Corp), Common Stock Purchase Agreement (Multi Tech International Corp), Common Stock Purchase Agreement (D G Jewellery of Canada LTD)

Absence of Conflicts. The execution and delivery of this Agreement and any the other document or instrument contemplated herebyTransaction Documents to with the Purchaser is a party, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, Purchaser or (ba) violate any provision of any indenture, instrument or agreement to which Investor Purchaser is a party or is subject, or by which Investor Purchaser or any of its assets is bound, ; (cb) conflict with or constitute a material default thereunder, ; (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor Purchaser to any third party, ; or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor Purchaser is subject or to which any of its assets, operations or management may be subject.

Appears in 3 contracts

Samples: Note and Warrant Purchase Agreement (Brilliant Digital Entertainment Inc), Note and Warrant Purchase Agreement (Brilliant Digital Entertainment Inc), Note and Warrant Purchase Agreement (Brilliant Digital Entertainment Inc)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to or the Investor's knowledge, (b) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, (c) or conflict with or constitute a material default thereunder, (d) or result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, or (e) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 3 contracts

Samples: Line of Credit Agreement (Advanced Media Inc), Flexible Financing Agreement (Connetics Corp), Flexible Financing Agreement (Connective Therapeutics Inc)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on InvestorInvestors, or, to the Investor's Investors knowledge, (ba) violate any provision of any indenture, instrument or agreement to which the Investor is a party or is subject, or by which Investor the Investors or any of its their assets is bound, ; (cb) conflict with or constitute a material default thereunder, ; (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor Investors to any third party, ; or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor is the Investors are subject or to which any of its their assets, operations or management may be subject.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Whole Living Inc), Unit Purchase Agreement (Medi Hut Co Inc), Unit Purchase Agreement (Pacific Webworks Inc)

Absence of Conflicts. The execution and delivery of this Agreement the Transaction Documents and any other document or instrument contemplated hereby, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on the Investor, or, to the Investor's knowledge, (b) violate any provision of any indenture, instrument or agreement to which the Investor is a party or is subject, or by which the Investor or any of its assets is bound, (c) conflict with or constitute a material default thereunder, (d) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by the Investor to any third party, or (e) require the approval of any third-party (that has not been obtained) pursuant to any material contract to which the Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Xata Corp /Mn/), Stock Purchase Agreement (Deere & Co)

Absence of Conflicts. The execution and delivery of this -------------------- Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated therebyhereby, and compliance with the requirements thereofhereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (ba) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, (cb) conflict with or constitute a material default thereunder, (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Econnect), Common Stock Purchase Agreement (Econnect)

Absence of Conflicts. The execution and delivery of this Agreement and any other document documents or instrument contemplated herebyinstruments executed in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements thereof, will not (a) violate the Investor's organizational documents or any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, applicable to the Investor's knowledge, (b) violate any or the provision of any indenture, instrument or agreement to which the Investor is a party or is subject, or by which the Investor or any of its assets is bound, (c) or conflict with or constitute a material default thereunder, (d) or result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by the Investor to any third party, or (e) require the approval of any third-third party (that has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which the Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 2 contracts

Samples: Investment Agreement (Penederm Inc), Investment Agreement (Penederm Inc)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on InvestorInvestors, or, to the Investor's Investors knowledge, (ba) violate any provision of any indenture, instrument or agreement to which the Investor is a party or is subject, or by which Investor the Investors or any of its their assets is bound, ; (cb) conflict with or constitute a material default thereunder, ; (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor Investors to any third party, ; or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor is the Investors are subject or to which any of its their assets, operations or management may be maybe subject.

Appears in 2 contracts

Samples: Unit Purchase Agreement (Pacific Webworks Inc), Registration Rights Agreement (View Systems Inc)

Absence of Conflicts. The execution and delivery of this ---------------------- Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated therebyhereby, and compliance with the requirements thereofhereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (ba) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, (cb) conflict with or constitute a material default thereunder, (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 2 contracts

Samples: Credit Agreement (Staruni Corp), Credit Agreement (Staruni Corp)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated herebythe Warrants to which the Purchaser is a party, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, Purchaser or (ba) violate any provision of any indenture, instrument or agreement to which Investor the Purchaser is a party or is subject, or by which Investor the Purchaser or any of its assets is bound, ; (cb) conflict with or constitute a material default thereunder, ; (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor the Purchaser to any third party, ; or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor the Purchaser is subject or to which any of its assets, operations or management may be subject.

Appears in 2 contracts

Samples: Common Stock and Warrant Purchase Agreement (Brilliant Digital Entertainment Inc), Common Stock and Warrant Purchase Agreement (Brilliant Digital Entertainment Inc)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated hereby, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not to the Investor's knowledge (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (b) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which the Investor or any of its assets is bound, (c) conflict with or constitute a material default thereunder, (d) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by the Investor to any third party, or (e) require the approval of any third-party (that has not been obtained) pursuant to any material contract to which the Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Practice Works Inc), Stock Purchase Agreement (Practice Works Inc)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on such Investor, or, to the Investor's knowledge, (ba) violate any provision of any indenture, instrument or agreement to which such Investor is a party or is subject, or by which such Investor or any of its assets is bound, ; (cb) conflict with or constitute a material default thereunder, ; (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by such Investor to any third party, ; or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which such Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 2 contracts

Samples: Convertible Preferred Stock Subscription Agreement (Objectsoft Corp), Preferred Stock Subscription Agreement (Objectsoft Corp)

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Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, does not and will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (ba) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, ; (cb) conflict with or constitute a material default thereunder, ; (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, ; or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 1 contract

Samples: Credit Agreement (Blue Sky Communications Inc)

Absence of Conflicts. The execution and delivery of this -------------------- Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (ba) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, ; (cb) conflict with or constitute a material default thereunder, ; (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, ; or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 1 contract

Samples: Credit Agreement (Focus Enhancements Inc)

Absence of Conflicts. The execution and delivery of this -------------------- Agreement and any other document or instrument contemplated hereby, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not to the Investor's knowledge (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (b) violate any provision of any indenture, instrument or agreement to which the Investor is a party or is subject, or by which the Investor or any of its assets is bound, (c) conflict with or constitute a material default thereunder, (d) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by the Investor to any third party, or (e) require the approval of any third-party (that has not been obtained) pursuant to any material contract to which the Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 1 contract

Samples: Securities Purchase Agreement (Dauphin Technology Inc)

Absence of Conflicts. The execution execution, delivery and delivery performance of -------------------- this Agreement and any each other document or instrument contemplated herebyTransaction Document, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements thereofhereof and thereof by such Investor, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, such Investor or (ba) violate any provision of any indenture, instrument or agreement to which such Investor is a party or is subject, or by which such Investor or any of its assets is bound, ; (cb) conflict with or constitute a material default thereunder, ; (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by such Investor to any third party, ; or (ed) require the approval of any third-third party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which such Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 1 contract

Samples: Securities Purchase Agreement (Stan Lee Media Inc)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on such Investor, or, to the Investor's knowledge, (ba) violate any provision of any indenture, instrument or agreement to which such Investor is a party or is subject, or by which such Investor or any of its assets is bound, ; (cb) conflict with or constitute a material default thereunder, ; (dc) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by such Investor to any third party, ; or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which such Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 1 contract

Samples: Series E Convertible Preferred Stock Subscription Agreement (Objectsoft Corp)

Absence of Conflicts. The execution and delivery of this -------------------- Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (ba) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, ; (cb) conflict with or constitute a material default thereunder, ; (dc) result in the creation -creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, ; or (ed) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 1 contract

Samples: Credit Agreement (Cytrx Corp)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions 14 contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to or the Investor's knowledge, (b) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, (c) or conflict with or constitute a material default thereunder, (d) or result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, or (e) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 1 contract

Samples: Line of Credit Agreement (Zila Inc)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated hereby, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (b) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets assets, is bound, (c) conflict with or constitute a material default thereunder, (d) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, or (e) require the approval of any third-party (that has not been obtained) pursuant to any material contract to which Investor is subject or to which any of its assets, operations or management may be subject.. Section 3.7

Appears in 1 contract

Samples: Environmental Remediation Holding Corp

Absence of Conflicts. The execution and delivery of this -------------------- Agreement and any other document or instrument contemplated hereby, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (b) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, (c) conflict with or constitute a material default thereunder, (d) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, or (e) require the approval of any third-party (that has not been obtained) pursuant to any material contract to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cbcom Inc)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated hereby, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on the Investor, or, to the Investor's knowledge, (b) violate any provision of any indenture, instrument or agreement to which the Investor is a party or is subject, or by which the Investor or any of its assets is bound, (c) conflict with or constitute a material default thereunder, (d) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by the Investor to any third party, or (e) require the approval of any third-party (that has not been obtained) pursuant to any material contract to which the Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 1 contract

Samples: Selling Stockholder Agreement (Deere & Co)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated hereby, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (b) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, (c) conflict with or constitute a material default thereunder, (d) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, or (e) require the approval of any third-party (that has not been obtained) pursuant to any material contract to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 1 contract

Samples: Equity Line Agreement (Female Health Co)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated hereby, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, to the Investor's knowledge, (b) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, (c) conflict with or constitute a material default thereunder, (d) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, or (e) require the approval of any third-party (that has not been obtained) pursuant to any material contract to which Investor is subject or to which any of its assets, operations or management may be subject.any

Appears in 1 contract

Samples: Private Equity Line Agreement (Somanetics Corp)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated herebyexecuted in connection herewith, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on an Investor, or, to or the Investor's knowledge, (b) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which an Investor or any of its assets is bound, (c) or conflict with or constitute a material default thereunder, (d) or result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by an Investor to any third party, or (e) require the approval of any third-party (that which has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which an Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 1 contract

Samples: Credit Agreement (Fortune Financial Systems Inc)

Absence of Conflicts. The execution and delivery of this Agreement Investment and any other document documents or instrument contemplated herebyinstruments executed in connection herewith, and the consummation of the transactions contemplated hereby and thereby, and compliance with the requirements thereof, will not (a) violate the Investor's organizational documents or any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on Investor, or, applicable to the Investor's knowledge, (b) violate any or the provision of any indenture, instrument or agreement to which the Investor is a party or is subject, or by which the Investor or any of its assets is bound, (c) or conflict with or constitute a material default thereunder, (d) or result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by the Investor to any third party, or (e) require the approval of any third-third party (that has not been obtained) pursuant to any material contract contract, agreement, instrument, relationship or legal obligation to which the Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 1 contract

Samples: Investment Agreement (Angeion Corp/Mn)

Absence of Conflicts. The execution and delivery of this Agreement and any other document or instrument contemplated hereby, and the consummation of the transactions contemplated thereby, and compliance with the requirements thereof, will not (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on the Investor, or, to the Investor's knowledge, (b) violate any provision of any indenture, instrument or agreement to which Investor is a party or is subject, or by which Investor or any of its assets is bound, (c) conflict with or constitute a material default thereunder, (d) result in the creation or imposition of any lien pursuant to the terms of any such indenture, instrument or agreement, or constitute a breach of any fiduciary duty owed by Investor to any third party, or (e) require the approval of any third-party (that has not been obtained) pursuant to any material contract to which Investor is subject or to which any of its assets, operations or management may be subject.

Appears in 1 contract

Samples: Purchase Agreement (Muse Technologies Inc)

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