Common use of Absence of Conflicting Agreements or Required Consents Clause in Contracts

Absence of Conflicting Agreements or Required Consents. The execution, delivery and performance of this Agreement by Buyer (a) do not require (i) the consent, approval, or authorization of any Governmental Authority having jurisdiction over Buyer (other than such approvals as may be required under any Competition Law) or of any third party or (ii) the submission or filing of any notice, report, or other filing with any Governmental Authority having jurisdiction over Buyer; (b) will not violate the corporate charter and other organizational documents of Buyer; (c) will not violate any Law, judgment, order, injunction, decree, or ruling of any Governmental Authority applicable to Buyer; and (d) will not, either alone or with the giving of notice or the passage of time or both, conflict with, constitute grounds for termination of, or result in a breach of the terms, conditions or provisions of, or constitute a default under any agreement, instrument, license, or permit individually or in the aggregate material to the transactions contemplated hereby and to which Buyer is subject.

Appears in 4 contracts

Samples: Purchase Agreement (ARC Group Worldwide, Inc.), Purchase Agreement (ARC Group Worldwide, Inc.), Purchase Agreement

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Absence of Conflicting Agreements or Required Consents. The execution, delivery and performance of this Agreement by Buyer Seller (ai) do not require (i) the consent, approval, authorization, order or authorization of other action of, nor any Governmental Authority having jurisdiction over Buyer (other than such approvals as may be required under any Competition Law) or of filing with, any third party, including, without limitation, (A) any party to any contract, loan or credit agreement, instrument, commitment, understanding or other agreement to which Seller is a party or (iiB) the submission or filing of any noticecourt, report, administrative agency or other filing with any Governmental Authority having jurisdiction over Buyergovernmental authority; (b) will not violate the corporate charter and other organizational documents of Buyer; (cii) will not violate any Lawprovisions of the partnership agreement of Seller; (iii) will not violate any law, judgment, order, injunction, decree, rule, regulation or ruling of any Governmental Authority governmental authority applicable to BuyerSeller; and (div) will not, either alone or with the giving of notice or the passage of time or both, conflict with, constitute grounds for termination of, or result in a breach of the terms, conditions or provisions of, or constitute a default under under, any agreement, instrument, license, license or permit that is individually or in the aggregate material to the transactions contemplated hereby and to which Buyer Seller is now subject; and (v) will not result in the creation of any lien, charge or encumbrance on any of the Intellectual Property.

Appears in 1 contract

Samples: Technology Transfer Agreement (Antivirals Inc)

Absence of Conflicting Agreements or Required Consents. The Except as set forth on Schedule 6.3, the execution, delivery delivery, and performance of this Agreement the Purchase Agreements by Buyer (a) do does not require (i) the consent, approval, approval or authorization of any Governmental Authority Body having jurisdiction over Buyer (other than such approvals as may be required under any Competition Law) or of any third party or (ii) the submission or filing of any notice, report, report or other filing with any Governmental Authority Body having jurisdiction over Buyer; (b) will not violate the corporate charter and other organizational documents of a Buyer; (c) will not violate any Lawlaw, judgment, order, injunction, decree, rule, regulation or ruling of any Governmental Authority Body applicable to Buyer; and (d) will not, either alone or with the giving of notice or the passage of time or both, conflict with, constitute grounds for termination of, or result in a breach of the terms, conditions or provisions of, or constitute a default under any agreement, instrument, license, or permit individually or in the aggregate Contract material to the transactions contemplated hereby and to which a Buyer is now subject.. EXECUTION VERSION

Appears in 1 contract

Samples: Asset Purchase Agreement (Verso Technologies Inc)

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Absence of Conflicting Agreements or Required Consents. The execution, delivery and performance of this Agreement by Buyer (a) do not require (i) the consent, approval, approval or authorization of any Governmental Authority governmental or regulatory authority having jurisdiction over Buyer (other than such approvals as may be required under any Competition Law) or of any third party or (ii) the submission or filing of any notice, report, report or other filing with any Governmental Authority governmental or regulatory authority having jurisdiction over Buyer; (b) will not violate the corporate charter and other organizational documents Buyer's Articles of BuyerIncorporation or Bylaws; (c) will not violate any Lawapplicable law, judgment, order, injunction, decree, rule, regulation or ruling of any Governmental Authority governmental authority applicable to Buyer; and (d) will not, either alone or with the giving of notice or the passage of time or both, conflict with, constitute grounds for termination of, or result in a breach of the terms, conditions or provisions of, or constitute a default under any material agreement, instrument, license, license or permit individually or in the aggregate material to the transactions contemplated hereby and to which Buyer is now subject.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ednet Inc)

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