Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such party; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (c) violate any law applicable to such party.
Appears in 20 contracts
Samples: Shareholders Agreement (Education Management Corporation), Shareholders’ Agreement (Burger King Holdings Inc), Shareholders’ Agreement (IMS Health Holdings, Inc.)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such party; , (b) result in any violation, breach, conflict, default or an event of default (or an event which with notice, lapse of time, or both, would constitute a default or an event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; , or (c) violate any law applicable to such party.
Appears in 20 contracts
Samples: Stockholders Agreement (Duckhorn Portfolio, Inc.), Stockholders Agreement (ASC Acquisition LLC), Agreement and Plan of Merger (Duckhorn Portfolio, Inc.)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (ai) conflict with, or result in the breach of of, any provision of the constitutive documents of such party, if any; (bii) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (ciii) violate any law applicable to such party.
Appears in 16 contracts
Samples: Voting Agreement (Container Store Group, Inc.), Form of Governance Agreement (Ventoux CCM Acquisition Corp.), Governance Agreement (Presto Automation Inc.)
Absence of Conflicts. The execution and delivery by such party Party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such partyParty; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party Party is a party or by which such partyParty’s assets or operations are bound or affected; or (c) violate any law applicable to such partyParty, except, in the case of clause (b), as would not have a material adverse effect on such Party’s ability to perform its obligations hereunder.
Appears in 11 contracts
Samples: Severance Agreement (Cobalt International Energy, Inc.), Shareholders Agreement (Gatos Silver, Inc.), Shareholders Agreement (REV Group, Inc.)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of his, her or its obligations hereunder does not and will not (ai) conflict with, or result in the breach of of, any provision of the constitutive documents of such party, if any; (bii) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (ciii) violate any law applicable to such party.
Appears in 8 contracts
Samples: Stockholders Agreement (Hamilton Lane INC), Stockholders Agreement (Hamilton Lane INC), Form of Stockholders Agreement (StepStone Group Inc.)
Absence of Conflicts. The execution and delivery by such party Party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such partyParty who is not an individual; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party Party is a party Party or by which such partyParty’s assets or operations are bound or affected; or (c) violate any law applicable to such partyParty.
Appears in 7 contracts
Samples: Investor Rights Agreement (Silverbox Engaged Merger Corp I), Business Combination Agreement (CC Neuberger Principal Holdings I), Investor Rights Agreement (BRC Inc.)
Absence of Conflicts. The execution and delivery by such party Party of this Agreement and the performance of its obligations hereunder does not and will not (a) with respect to each Party that is an entity under applicable state law, conflict with, or result in the breach of any provision of the constitutive documents of such partyParty; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party Party is a party or by which such partyParty’s assets or operations are bound or affected; or (c) violate any law Law applicable to such partyParty.
Appears in 5 contracts
Samples: Stockholders’ Agreement (HighPeak Energy, Inc.), Business Combination Agreement (Pure Acquisition Corp.), Business Combination Agreement (HighPeak Energy, Inc.)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its such party’s obligations hereunder does not and will not (ai) conflict with, or result in the breach of of, any provision of the constitutive organizational documents of such party, if any; (bii) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, material contract or agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (ciii) violate any law applicable to such party.
Appears in 4 contracts
Samples: Stockholders Agreement (Bioventus Inc.), Stockholders Agreement (Bioventus Inc.), Stockholders Agreement (Bioventus Inc.)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such party; , (b) result in any violation, breach, conflict, default or an event of default (or an event which with notice, lapse of time, or both, would constitute a default or an event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any material contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; , or (c) violate violate, in any material respect, any law applicable to such party.
Appears in 4 contracts
Samples: Shareholder Agreement (Cushman & Wakefield PLC), Shareholders Agreement (Cushman & Wakefield PLC), Shareholder Agreement (Cushman & Wakefield PLC)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its its, his or her obligations hereunder does not and will not not: (a) in the case of parties who are not natural Persons, violate, conflict with, or result in the breach of any provision of the constitutive governing documents of such party; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any material contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (c) violate any material law applicable to such party.
Appears in 4 contracts
Samples: Stockholders Agreement (Change Healthcare Inc.), Stockholders Agreement (Change Healthcare Inc.), Stockholders Agreement (Change Healthcare Inc.)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such party; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (c) violate any law Law applicable to such party.
Appears in 3 contracts
Samples: Governance Agreement (MRC Global Inc.), Governance Agreement (MRC Global Inc.), Shareholders’ Agreement (BJ Services, Inc.)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such party; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s 's assets or operations are bound or affected; or (c) violate any law applicable to such party.
Appears in 3 contracts
Samples: Shareholders Agreement (THL Equity Advisors VI, LLC), Joinder Agreement (THL Equity Advisors VI, LLC), Joinder Agreement (THL Equity Advisors VI, LLC)
Absence of Conflicts. The execution and delivery by such party Party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such partyParty; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party Party is a party or by which such partyParty’s assets or operations are bound or affected; or (c) violate any law Law applicable to such partyParty.
Appears in 3 contracts
Samples: Stockholder Agreement (Magnolia Oil & Gas Corp), Stockholder Agreement (Washington Gas Light Co), Stockholder Agreement (Magnolia Oil & Gas Corp)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such party; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such partyParty’s assets or operations are bound or affected; or (c) violate any law applicable to such party, except, in the case of clause (b), as would not have a material adverse effect on such party’s ability to perform its obligations hereunder.
Appears in 3 contracts
Samples: Stockholders Agreement (Thryv Holdings, Inc.), Stockholders Agreement (Thryv Holdings, Inc.), Stockholders Agreement (Thryv Holdings, Inc.)
Absence of Conflicts. The execution and delivery by such party Party of this Agreement and the performance of its obligations hereunder does not and will not (a) if such Party is not an individual, conflict with, or result in the breach of any provision of the constitutive documents of such partyParty; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party Party is a party or by which such partyParty’s assets or operations are bound or affected; or (c) violate any law applicable to such partyParty.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Dune Acquisition Corp), Nomination Agreement (Global Gas Corp), Unit Purchase Agreement (Dune Acquisition Corp)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (ai) conflict with, or result in the breach of of, any provision of the constitutive documents of such party, if any; (bii) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affectedbound; or (ciii) violate any law applicable to such party.
Appears in 2 contracts
Samples: Trading Agreement (Select Equity Group, L.P.), Trading Agreement (Green Equity Investors VI, L.P.)
Absence of Conflicts. The Subject to clause (v) below, the execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such party; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (c) violate any law applicable to such party.
Appears in 2 contracts
Samples: Commitment Agreement (WL Ross Holding Corp.), Commitment Agreement (WL Ross Holding Corp.)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (ai) conflict with, or result in the breach of of, any provision of the constitutive documents of such partyparty (if applicable); (bii) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (ciii) violate any law applicable to such party.
Appears in 2 contracts
Samples: Shareholders Agreement (Clarivate Analytics PLC), Shareholders Agreement (Clarivate Analytics PLC)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (ai) conflict with, or result in the breach of any provision of the constitutive documents of such party; (bii) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (ciii) violate any law applicable to such party.
Appears in 2 contracts
Samples: Shareholders Agreement (Hawker Beechcraft Notes Co), Shareholders Agreement (Hawker Beechcraft Quality Support Co)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (ai) conflict with, or result in the breach of of, any provision of the constitutive documents of such party; (bii) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (ciii) violate any law applicable to such party.
Appears in 2 contracts
Samples: Stockholders Agreement (Allison Transmission Holdings Inc), Stockholders Agreement (Allison Transmission Holdings Inc)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does do not and will not (a) conflict with, or result in the breach of of, any provision of the constitutive documents of such party; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (c) violate any law applicable to such party.
Appears in 2 contracts
Samples: Stockholders Agreement (Biotest AG), Stockholders Agreement (Adma Biologics, Inc.)
Absence of Conflicts. The execution and delivery by such party Party of this Agreement and the performance of its obligations hereunder does not and will not (a) if such Party is not an individual, conflict with, or result in the breach of any provision of the constitutive documents of such partyParty; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party Party is a party or by which such partyParty’s assets or operations are bound or affected; or (c) violate any law Law applicable to such partyParty.
Appears in 2 contracts
Samples: Stockholder Agreement (TPG Pace Tech Opportunities Corp.), Business Combination Agreement (Concord Acquisition Corp)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive organizational documents of such party; , (b) result in any violation, breach, conflict, default or an event of default (or an event which with notice, lapse of time, or both, would constitute a default or an event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; , or (c) violate any law applicable to such party.
Appears in 2 contracts
Samples: Stockholders Agreement (STORE CAPITAL Corp), Stockholders Agreement (STORE CAPITAL Corp)
Absence of Conflicts. The execution and delivery by such party Party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such partyParty who is not an individual; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party Party is a party Party or by which such partyParty’s assets or operations are bound or affected; or (c) violate any law Law applicable to such partyParty.
Appears in 2 contracts
Samples: Investor Rights Agreement (MDH Acquisition Corp.), Investor Rights Agreement (MDH Acquisition Corp.)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (a) if not an individual, conflict with, or result in the breach of any provision of the constitutive documents of such party; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (c) violate any law applicable to such party.
Appears in 2 contracts
Samples: Shareholder Rights Agreement (Net Element, Inc.), Shareholder Rights Agreement (Net Element, Inc.)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of of, the constitutive documents of such party; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (c) violate any law applicable to such party.
Appears in 2 contracts
Samples: And (Enfield Holdings Advisors, Inc.), And Securityholders’ Agreement (Enfield Holdings Advisors, Inc.)
Absence of Conflicts. The execution and delivery by such party Party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive constituent documents of such partyParty; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party Party is a party or by which such partyParty’s assets or operations are bound or affected; or (c) violate any law applicable to such partyParty.
Appears in 2 contracts
Samples: Shareholders’ Agreement (TPG Advisors VI, Inc.), Purchase and Sale Agreement (TPG Advisors VI, Inc.)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of of, any provision of the constitutive documents of such party, if any; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (ciii) violate any law applicable to such party.
Appears in 1 contract
Samples: Stockholders Agreement (Philadelphia Energy Solutions Inc.)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such party; (b) result in any violation, breach, conflict, default or event of default (or an event which that with notice, lapse of time, time or both, both would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, obligation under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (c) violate any law applicable to such party.
Appears in 1 contract
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such party; (b) result in any material violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional material payment obligation, under the terms of any material contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (c) violate any law applicable to such party, except, in the case of each of (b) and (c) with respect to the Shareholders, for any such violation, breach, conflict or default that would not impair in any material respect the ability of such Shareholder to perform its respective obligations hereunder.
Appears in 1 contract
Samples: Shareholders’ and Registration Rights Agreement (KLR Energy Acquisition Corp.)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (a) with respect to each party that is an entity, conflict with, or result in the breach of any provision of the constitutive documents of such party; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (c) violate any law applicable to such party.
Appears in 1 contract
Samples: Registration Rights Agreement (Vantage Drilling CO)
Absence of Conflicts. 2.2 . The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does do not and will not (a) conflict with, or result in the breach of of, any provision of the constitutive documents of such party; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (c) violate any law applicable to such party.
Appears in 1 contract
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (ai) conflict with, or result in the breach of any material provision of the constitutive documents of such party; party who is not an individual, (bii) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any material contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; affected or (ciii) violate any law applicable to such party.
Appears in 1 contract
Samples: Mergeco Lock Up Agreement (Carbon Revolution Public LTD Co)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (ai) conflict with, or result in the breach of of, any provision of the constitutive documents of such party, if any; (bii) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement 3 or permit to which such party is a party or by which such party’s assets or operations are bound or affectedbound; or (ciii) violate any law applicable to such party.
Appears in 1 contract
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of of, the constitutive documents of such party; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s 's assets or operations are bound or affected; or (c) violate any law applicable to such party.
Appears in 1 contract
Samples: Coordination and Securityholders' Agreement (Goldman Sachs Group Inc)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its its, his or her obligations hereunder does not and will not not: (a) in the case of parties who are not natural persons, violate, conflict with, or result in the breach of any provision of the constitutive governing documents of such party; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any material contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (c) violate any material law applicable to such party.
Appears in 1 contract
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such party; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such partyParty’s assets or operations are bound or affected; or (c) violate any law applicable to such party., except, in the case of clause (b), as would not have a material adverse effect on such party’s ability to perform its obligations hereunder. Section 4.3
Appears in 1 contract
Absence of Conflicts. The execution and delivery by such party Party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such partyParty; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party Party is a party or by which such partyParty’s assets or operations are bound or affected; or (c) violate any law Law applicable to such partyParty, except, in the case of clause (b), as would not have a material adverse effect on such Party’s ability to perform its obligations hereunder.
Appears in 1 contract
Samples: Shareholders Agreement (V2X, Inc.)
Absence of Conflicts. The execution and delivery by such party Party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such partyParty who is not an individual; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any material contract, agreement or permit to which such party Party is a party Party or by which such partyParty’s assets or operations are bound or affected; or (c) violate any law applicable to such partyParty.
Appears in 1 contract
Samples: Stockholders Agreement (CC Neuberger Principal Holdings II)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such partyparty which is an entity; (b) at the Effective Time, result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (c) violate any law applicable to such party.
Appears in 1 contract
Samples: Shareholders Agreement (Quintiles Transnational Holdings Inc.)
Absence of Conflicts. The execution and delivery by such party of this Agreement and the performance of its its, his or her obligations hereunder does not and will not not: (a) in the case of parties who are not natural persons, violate, conflict with, or result in the breach of any provision of the constitutive governing documents of such party; (b) result in any violation, breach, conflict, default or event of default (or an event which Table of Contents with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any material contract, agreement or permit to which such party is a party or by which such party’s assets or operations are bound or affected; or (c) violate any material law applicable to such party.
Appears in 1 contract
Samples: Tax Receivable Agreement (Change Healthcare Holdings, Inc.)
Absence of Conflicts. The execution and delivery by such party of this Agreement letter agreement and the performance of its obligations hereunder does not and will not (a) conflict with, or result in the breach of any provision of the constitutive documents of such party; (b) result in any violation, breach, conflict, default or event of default (or an event which with notice, lapse of time, or both, would constitute a default or event of default), or give rise to any right of acceleration or termination or any additional payment obligation, under the terms of any material contract, agreement or permit to which such party is a party or by which such party’s 's assets or operations are bound or affected, including the Agreement; or (c) violate any law applicable to such party.
Appears in 1 contract
Samples: THL Equity Advisors VI, LLC
