Common use of Absence of Existing Defaults and Conflicts Clause in Contracts

Absence of Existing Defaults and Conflicts. Neither the Company nor any of its subsidiaries is in violation of its respective charter, by-laws, or any law, statute or ordinance, or any rule, regulation, injunction or order of any governmental agency, including, without limitation, the FDA, or body or any court, domestic or foreign, having jurisdiction over the Company or any of its subsidiaries or any of their properties, or in default (or with the giving of notice or lapse of time would be in default) under any existing obligation, agreement, covenant or condition contained in any indenture, loan agreement, mortgage, lease or other agreement or instrument to which any of them is a party or by which any of them is bound or to which any of the properties of any of them is subject, except such defaults that would not, individually or in the aggregate, result in a Material Adverse Effect.

Appears in 6 contracts

Samples: Underwriting Agreement (B&G Foods, Inc.), Underwriting Agreement (B&G Foods, Inc.), Underwriting Agreement (B&G Foods, Inc.)

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Absence of Existing Defaults and Conflicts. Neither the Company nor any of its subsidiaries is in (i) violation of its respective charter, charter or by-laws, limited liability company agreement or any lawcertificate of formation, statute or ordinanceas applicable, or (ii) breach of or default (or with the giving of notice or lapse of time would be in default) under any statute, rule, regulation, injunction regulation or order of any governmental agency, including, without limitation, the FDA, agency or body or any court, domestic or foreign, having jurisdiction over the Company or any of its subsidiaries or any of their properties, or in default (or with the giving of notice or lapse of time would be in default) under any existing obligation, agreement, covenant or condition contained in any indenture, loan agreement, mortgage, lease or other agreement or instrument to which any of them is a party or by which any of them is bound or to which any of the properties of any of them is subject, except such breaches or defaults that would not, individually or in the aggregate, result in have or reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Underwriting Agreement (Smart & Final Stores, Inc.), Underwriting Agreement (Smart & Final Stores, Inc.), Underwriting Agreement (Smart & Final Stores, Inc.)

Absence of Existing Defaults and Conflicts. Neither the Company nor any of its subsidiaries is in violation of its their respective chartercharters, or certificate of formation or other constituent instruments, as applicable, or by-laws, or in breach of or default (or, with the giving of notice or lapse of time, would be in default) under any lawstatute, statute or ordinance, or any rule, regulation, injunction regulation or order of any governmental agency, including, without limitation, the FDA, agency or body or any court, domestic or foreign, having jurisdiction over the Company or any of its subsidiaries or any of their properties, or in default (or with the giving of notice or lapse of time would be in default) under any existing obligation, agreement, covenant or condition contained in any indenture, loan agreement, mortgage, lease or other agreement or instrument to which any of them is a party or by which any of them is bound or to which any of the properties of any of them is subject, except such breaches or defaults that would not, individually or in the aggregate, result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Underwriting Agreement (Sportsman's Warehouse Holdings, Inc.), Underwriting Agreement (Sportsman's Warehouse Holdings, Inc.)

Absence of Existing Defaults and Conflicts. Neither the Company nor any of its subsidiaries is in violation of its respective charter, by-laws, or any law, statute or ordinance, or any rule, regulation, injunction or order of any governmental agency, including, without limitation, the FDA, or any body or any court, domestic or foreign, having jurisdiction over the Company or any of its subsidiaries or any of their properties, or in default (or with the giving of notice or lapse of time would be in default) under any existing obligation, agreement, covenant or condition contained in any indenture, loan agreement, mortgage, lease or other agreement or instrument to which any of them is a party or by which any of them is bound or to which any of the properties of any of them is subject, except such defaults that would not, individually or in the aggregate, result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Underwriting Agreement (B&G Foods, Inc.), Underwriting Agreement (B&G Foods, Inc.)

Absence of Existing Defaults and Conflicts. Neither None of the Company nor any of its subsidiaries Partnership Entities (i) is in violation of its respective charterlimited partnership agreement, by-lawslimited liability company agreement or similar organizational documents, or any law, statute or ordinance, or any rule, regulation, injunction or order of any governmental agency, including, without limitation, the FDA, or body or any court, domestic or foreign, having jurisdiction over the Company or any of its subsidiaries or any of their properties, or (ii) is in default (or with the giving of notice or lapse of time would be in default) under any existing obligation, agreement, covenant or condition contained in any indenture, loan agreement, mortgage, lease or other agreement or instrument to which any of them is a party or by which any of them is bound or to which any of the properties of any of them is subjectsubject or (iii) is in violation of any statute or any order, except rule or regulation of any court or governmental agency or body having jurisdiction over it or its property or assets, except, in the case of clauses (ii) and (iii), to the extent any such defaults that violation or default would notnot reasonably be expected to, individually or in the aggregate, result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Purchase Agreement (Viper Energy Partners LP), Purchase Agreement (Rattler Midstream Lp)

Absence of Existing Defaults and Conflicts. Neither the Company nor any of its subsidiaries is (A) in violation of its respective charter, by-lawslaws or other constitutive documents; (B) in violation of any statute, or any law, statute or ordinance, or any rule, regulation, injunction regulation or order of any governmental agency, including, without limitation, the FDA, agency or body or any court, domestic or foreign, having jurisdiction over the Company or any of its subsidiaries or any of their properties, ; or (C) in default (or with the giving of notice or lapse of time would be in default) ), under any existing obligation, agreement, covenant or condition contained in any indenture, loan agreement, mortgage, lease or other agreement or instrument to which any of them is a party or by which any of them is bound or to which any of the properties of any of them is subject, except except, in the case of (B) or (C) hereof, for such violations or defaults that would not, individually or in the aggregate, result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Underwriting Agreement (Grupo Supervielle S.A.), Underwriting Agreement (Grupo Supervielle S.A.)

Absence of Existing Defaults and Conflicts. Neither the Company nor any of its subsidiaries is in violation of its respective charter, by-lawslaws or similar organizational documents, or any law, statute or ordinance, or any rule, regulation, injunction or order of any governmental agency, including, without limitation, the FDA, or any body or any court, domestic or foreign, having jurisdiction over the Company or any of its subsidiaries or any of their properties, or in default (or with the giving of notice or lapse of time would be in default) under any existing obligation, agreement, covenant or condition contained in any indenture, loan agreement, mortgage, lease or other agreement or instrument to which any of them is a party or by which any of them is bound or to which any of the properties of any of them is subject, except such defaults that would not, individually or in the aggregate, result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Underwriting Agreement (B&G Foods, Inc.), Underwriting Agreement (B&G Foods, Inc.)

Absence of Existing Defaults and Conflicts. Neither the Company nor any of its subsidiaries is in violation of its respective charter, by-laws, or any law, statute or ordinance, or any rule, regulation, injunction or order of any governmental agency, including, including without limitation, the FDA, or body or any court, domestic or foreign, having jurisdiction over the Company or any of its subsidiaries or any of their properties, or in default (or with the giving of notice or lapse of time would be in default) under any existing obligation, agreement, covenant or condition contained in any indenture, loan agreement, mortgage, lease or other agreement or instrument to which any of them is a party or by which any of them is bound or to which any of the properties of any of them is subject, except such defaults that would not, individually or in the aggregate, result in a Material Adverse Effect.

Appears in 1 contract

Samples: Underwriting Agreement (B&G Foods, Inc.)

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Absence of Existing Defaults and Conflicts. Neither the Company nor any of its subsidiaries is in violation of its their respective chartercharters, or certificate of formation or other constituent instruments, as applicable, or by-laws, or in breach of or default (or, with the giving of notice or lapse of time, would be in default) under any lawstatute, statute or ordinance, or any rule, regulation, injunction regulation or order of any governmental agency, including, without limitation, the FDA, agency or body or any court, domestic or foreign, having jurisdiction over the Company or any of its subsidiaries or any of their properties, or in default (or with the giving of notice or lapse of time would be in default) under any existing obligation, agreement, covenant or condition contained in any indenture, loan agreement, mortgage, lease or other agreement or instrument to which any of them is a party or by which any of them is bound or to which any of the properties of any of them is subject, except such violations, breaches or defaults that would not, individually or in the aggregate, result in a Material Adverse Effect.

Appears in 1 contract

Samples: Underwriting Agreement (Sportsman's Warehouse Holdings, Inc.)

Absence of Existing Defaults and Conflicts. Neither the Company nor any of its subsidiaries is (A) in violation of its respective charter, by-lawslaws or other constitutive documents; (B) in violation of any statute, or any law, statute or ordinance, or any rule, regulation, injunction regulation or order of any governmental agency, including, without limitation, the FDA, agency or body or any court, domestic or foreign, having jurisdiction over the Company or any of its subsidiaries or any of their properties, ; or (C) in default (or with the giving of notice or lapse of time would be in default) under any existing obligation, agreement, covenant or condition contained in any indenture, loan agreement, mortgage, lease or other agreement or instrument to which any of them is a party or by which any of them is bound or to which any of the properties of any of them is subject, except in the case of subclauses (B) and (C), such defaults that would not, individually or in the aggregate, result in a Material Adverse Effect.

Appears in 1 contract

Samples: Facilitation Agreement (Linx S.A.)

Absence of Existing Defaults and Conflicts. Neither the Company nor any of its subsidiaries is in violation of its their respective charter, by-lawscharters, or any lawcertificate of formation or other constituent instruments, statute or ordinanceas applicable, or bylaws, or in breach of or default (or, with the giving of notice or lapse of time, would be in default) under any statute, rule, regulation, injunction regulation or order of any governmental agency, including, without limitation, the FDA, agency or body or any court, domestic or foreign, having jurisdiction over the Company or any of its subsidiaries or any of their properties, or in default (or with the giving of notice or lapse of time would be in default) under any existing obligation, agreement, covenant or condition contained in any indenture, loan agreement, mortgage, lease or other agreement or instrument to which any of them is a party or by which any of them is bound or to which any of the properties of any of them is subject, except such violations, breaches or defaults that would not, individually or in the aggregate, result in a Material Adverse Effect.

Appears in 1 contract

Samples: Underwriting Agreement (Sportsman's Warehouse Holdings, Inc.)

Absence of Existing Defaults and Conflicts. Neither the Company nor any of its subsidiaries Subsidiaries is in violation of (i) its respective charter, charter or by-laws, or (ii) in violation of any lawstatute, statute or ordinance, or any rule, regulation, injunction regulation or order of any governmental agency, including, without limitation, the FDA, agency or body or any court, domestic or foreign, having jurisdiction over the Company or any of its subsidiaries Subsidiaries or any of their properties, or (iii) in default (or with the giving of notice or lapse of time would be in default) ), under any existing obligation, agreement, covenant or condition contained in any indenture, loan agreement, mortgage, lease or other agreement or instrument to which any of them is a party or by which any of them is bound or to which any of the properties of any of them is subject, except except, with regard to items (ii) and (iii), such violations or defaults that would not, individually or in the aggregate, result in have a Material Adverse Effect.

Appears in 1 contract

Samples: Underwriting and Placement Agreement (Banco Santander (Brasil) S.A.)

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