Common use of Compliance with Other Instruments Clause in Contracts

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 202 contracts

Samples: Forward Purchase Agreement (Tiga Acquisition Corp. II), Forward Purchase Agreement (Lionheart Acquisition Corp. II), Forward Purchase Agreement (Avista Public Acquisition Corp. II)

AutoNDA by SimpleDocs

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, if applicable, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 103 contracts

Samples: Forward Purchase Agreement (Artisan Acquisition Corp.), Forward Purchase Agreement (Yucaipa Acquisition Corp), Forward Purchase Agreement (Artisan Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of under any provisions of its organizational documentsthe certificate of incorporation, bylaws or other governing documents of the Company, (ii) of under any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of under any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 70 contracts

Samples: Private Placement Warrants Purchase Agreement (Far Peak Acquisition Corp), Subscription Agreement (Isos Acquisition Corp.), Subscription Agreement (Hennessy Capital Investment Corp. VI)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of under any provisions of its organizational documents, (ii) of under any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of under any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its Purchaser’s ability to consummate the transactions contemplated by this Agreement.

Appears in 63 contracts

Samples: Subscription Agreement (Hennessy Capital Investment Corp. V), Subscription Agreement (Zapp Electric Vehicles Group LTD), Subscription Agreement (Europa Growth Acquisition Co)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documentsthe Company’s certificate of incorporation, as it may be amended from time to time (the “Charter”), bylaws or other governing documents of the Company, (ii) of any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 39 contracts

Samples: Forward Purchase Agreement (Arctos Northstar Acquisition Corp.), Forward Purchase Agreement (Integrated Rail & Resources Acquisition Corp), Forward Purchase Agreement (ExcelFin Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement by the Company will not result in any violation or default (i) of any provisions of the Company’s memorandum and articles of association, as they may be amended from time to time (the “Articles”) or its organizational other governing documents, (ii) of any instrument, judgment, order, writ or decree to which it the Company is a party or by which it the Company is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it the Company is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it the Company is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 32 contracts

Samples: Forward Purchase Agreement (Motive Capital Corp), Forward Purchase Agreement (Avanti Acquisition Corp.), Forward Purchase Agreement (Bluescape Opportunities Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational Charter or other governing documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 28 contracts

Samples: Forward Purchase Agreement (Summit Healthcare Acquisition Corp.), Forward Purchase Agreement (Altimeter Growth Corp.), Forward Purchase Agreement (Provident Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, if applicable, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, or (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 15 contracts

Samples: Forward Purchase Agreement (Terrapin 4 Acquisition Corp), Equity Purchase Agreement (FGL Holdings), Equity Purchase Agreement (FGL Holdings)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of the Company’s Charter, Bylaws or its organizational other governing documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 12 contracts

Samples: Forward Purchase Agreement (Foley Trasimene Acquisition Corp.), Forward Purchase Agreement (Foley Trasimene Acquisition Corp.), Forward Purchase Agreement (Foley Trasimene Acquisition II)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documentsthe Charter or other governing documents of the Company, (ii) of any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 12 contracts

Samples: Forward Purchase Agreement (TPB Acquisition Corp I), Forward Purchase Agreement (TPG Pace Beneficial Finance Corp.), Forward Purchase Agreement (TPB Acquisition Corp I)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser such Person of this Agreement and the consummation by the Purchaser such Person of the transactions contemplated by this Agreement will not result in any violation or default default: (ia) of any provisions of its organizational documents, if applicable; (iib) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, ; (iiic) under any note, indenture or mortgage to which it is a party or by which it is bound, ; (ivd) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound bound; or (ve) of any provision of any federal or state statute, rule or regulation applicable to the Purchasersuch Person, in each case (other than clause (ia)), which would have a material adverse effect on the Purchaser such Person or its ability to consummate the transactions contemplated by this Agreement.

Appears in 10 contracts

Samples: Merger Agreement (Abri SPAC I, Inc.), Merger Agreement (Abri SPAC I, Inc.), Merger Agreement (Logiq, Inc.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational Charter, Bylaws or other governing documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 10 contracts

Samples: Forward Purchase Agreement (Panacea Acquisition Corp), Forward Purchase Agreement (Longview Acquisition Corp.), Forward Purchase Agreement (Longview Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documentsthe Charter, bylaws or other governing documents of the Company, (ii) of any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 9 contracts

Samples: Additional Forward Purchase Agreement (Pershing Square SPARC Holdings, Ltd./De), Forward Purchase Agreement (Pershing Square Tontine Holdings, Ltd.), Additional Forward Purchase Agreement (Pershing Square SPARC Holdings, Ltd./De)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of the Company’s Articles or its organizational other governing documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 9 contracts

Samples: Forward Purchase Agreement (G Squared Ascend I Inc.), Forward Purchase Agreement (Ribbit LEAP, Ltd.), Forward Purchase Agreement (G Squared Ascend I Inc.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default default: (i) of any provisions of its organizational certificate of incorporation or other governing documents, ; (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, ; (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, ; (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound bound; or (v) of any provision of any federal or state statute, rule or regulation applicable to the PurchaserParent, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Parent or its ability to consummate the transactions contemplated by this Agreement.

Appears in 8 contracts

Samples: Sponsor Earnout Agreement (Collective Audience, Inc.), Merger Agreement (Abri SPAC I, Inc.), Management Earnout Agreement (Abri SPAC I, Inc.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its the organizational documentsdocuments of the Company, (ii) of any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 8 contracts

Samples: Forward Purchase Agreement (TPG Pace Solutions Corp.), Forward Purchase Agreement (TPG Pace Tech Opportunities II Corp.), Forward Purchase Agreement (TPG Pace Solutions Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documentsthe Charter, bylaws or other governing documents of the Company, (ii) of any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 7 contracts

Samples: Forward Share Purchase Agreement (GigCapital, Inc.), Forward Purchase Agreement (Vantage Energy Acquisition Corp.), Forward Purchase Agreement (Mason Industrial Technology, Inc.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational articles of association, Charter or other governing documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 6 contracts

Samples: Forward Purchase Agreement (One Madison Corp), Subscription Agreement (One Madison Corp), Forward Purchase Agreement (One Madison Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its their organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 6 contracts

Samples: Forward Purchase Agreement (Khosla Ventures Acquisition Co. II), Forward Purchase Agreement (Khosla Ventures Acquisition Co. IV), Forward Purchase Agreement (Khosla Ventures Acquisition Co.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of the Charter or its organizational other governing documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 6 contracts

Samples: Form of Forward Purchase Agreement (Kismet Acquisition One Corp), Forward Purchase Agreement (Kismet Acquisition Two Corp.), Forward Purchase Agreement (Kismet Acquisition Three Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser Sponsor of this Agreement and the consummation by the Purchaser Sponsor of the transactions contemplated by this Agreement will not result in any violation or default default: (i) of any provisions of its organizational documents, if applicable; (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, ; (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, ; (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound bound; or (v) of any provision of any federal or state statute, rule or regulation applicable to the PurchaserSponsor, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser Sponsor or its ability to consummate the transactions contemplated by this Agreement.

Appears in 6 contracts

Samples: Sponsor Earnout Agreement (Collective Audience, Inc.), Sponsor Earnout Agreement (Abri SPAC I, Inc.), Merger Agreement (Logiq, Inc.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational Charter or other governing documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.. (g)

Appears in 6 contracts

Samples: Forward Purchase Agreement (Dragoneer Growth Opportunities Corp.), Forward Purchase Agreement (Dragoneer Growth Opportunities Corp.), Forward Purchase Agreement (Altimeter Growth Corp. 2)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser such Investor of this Agreement and the consummation by such Investor and the Purchaser other Investors of the transactions contemplated by this Agreement Transactions will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound bound, or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaserit, in each case (other than clause (i)), which would have a material adverse effect on such Investor or any of the Purchaser other Investors or its or their ability to consummate the transactions contemplated by this AgreementTransactions.

Appears in 6 contracts

Samples: Forward Share Purchase Agreement (Foxo Technologies Inc.), Escrow Agreement (ArcLight Clean Transition Corp. II), Forward Share Purchase Agreement (OceanTech Acquisitions I Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the such Purchaser of this Agreement and the consummation by the such Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the such Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the such Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 6 contracts

Samples: Forward Purchase Agreement (ExcelFin Acquisition Corp.), Forward Purchase Agreement (ExcelFin Acquisition Corp.), Backstop Agreement (Capstar Special Purpose Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser Purchasing Party of this Agreement and the consummation by the Purchaser Purchasing Party of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserPurchasing Party, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser Purchasing Party or its ability to consummate the transactions contemplated by this Agreement.

Appears in 5 contracts

Samples: Forward Purchase Agreement (Health Sciences Acquisitions Corp 2), Forward Purchase Agreement (Health Sciences Acquisitions Corp 2), Forward Purchase Agreement (Health Sciences Acquisitions Corp 2)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which i)),which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 5 contracts

Samples: Forward Purchase Agreement (Hudson Executive Investment Corp. II), Forward Purchase Agreement (Crown PropTech Acquisitions), Forward Purchase Agreement (Hudson Executive Investment Corp. II)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of under any provisions of its organizational documentsthe governing documents of the Company, (ii) of under any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of under any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 5 contracts

Samples: Purchase Agreement (FTAC Hera Acquisition Corp.), Purchase Agreement (FTAC Parnassus Acquisition Corp.), Purchase Agreement (FTAC Hera Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser Buyer of this Agreement and the consummation by the Purchaser Buyer of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, if applicable, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserBuyer, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser Buyer or its ability to consummate the transactions contemplated by this Agreement.

Appears in 4 contracts

Samples: Forward Purchase Agreement (Aldel Financial Inc.), Forward Purchase Agreement (Aldel Financial Inc.), Forward Purchase Agreement (Aldel Financial Inc.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of the Memorandum and Articles or its organizational other governing documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 4 contracts

Samples: Forward Purchase Agreement (Tiga Acquisition Corp. III), Forward Purchase Agreement (Tiga Acquisition Corp. II), Forward Purchase Agreement (Tiga Acquisition Corp. III)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational articles of association, Charter or other governing documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, or (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 4 contracts

Samples: Forward Purchase Agreement (CF Corp), Forward Purchase Agreement (CF Corp), Forward Purchase Agreement (CF Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, agreement or contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 4 contracts

Samples: Forward Purchase Agreement (Silver Sustainable Solutions Corp.), Forward Purchase Agreement (First Light Acquisition Group, Inc.), Forward Purchase Agreement (Chain Bridge I)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (iiv) of any provisions of its organizational documents, (iiif applicable, v) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iiivi) under any note, indenture or mortgage to which it is a party or by which it is bound, (ivvii) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (vviii) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 4 contracts

Samples: Forward Purchase Agreement (Primavera Capital Acquisition Corp.), Forward Purchase Agreement (Primavera Capital Acquisition Corp.), Forward Purchase Agreement (Lanvin Group Holdings LTD)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its Purchaser’s ability to consummate the transactions contemplated by this Agreement.

Appears in 4 contracts

Samples: Subscription Agreement (LF Capital Acquisition Corp.), Subscription Agreement (VectoIQ Acquisition Corp.), Prepaid Forward Purchase Agreement (Mars Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, if applicable, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement).

Appears in 4 contracts

Samples: Backstop Agreement (Cerberus Telecom Acquisition Corp.), Backstop Agreement (KORE Group Holdings, Inc.), Exchangeable Notes Purchase Agreement (KORE Group Holdings, Inc.)

Compliance with Other Instruments. The execution, delivery and performance by the such Purchaser of this Agreement and the consummation by the such Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, if applicable, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the such Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the such Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 3 contracts

Samples: Forward Purchase Agreement (Motive Capital Corp), Forward Purchase Agreement (Motive Capital Corp), Forward Purchase Agreement (Motive Capital Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser Sponsor of this Agreement and the consummation by the Purchaser Sponsor of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserSponsor, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser Sponsor or its ability to consummate the transactions contemplated by this Agreement.

Appears in 3 contracts

Samples: Forward Purchase Agreement (Liberty Media Acquisition Corp), Forward Purchase Agreement (Liberty Media Acquisition Corp), Forward Purchase Agreement (Lamar Partnering Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational certificate of incorporation, bylaws or other governing documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, or (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 3 contracts

Samples: Forward Purchase Agreement (Terrapin 4 Acquisition Corp), Forward Purchase Agreement (Hennessy Capital Acquisition Corp IV), Forward Purchase Agreement (Hennessy Capital Acquisition Corp IV)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser Purchasers of this Agreement and the consummation by the Purchaser Purchasers of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its their organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserPurchasers, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser Purchasers or its their ability to consummate the transactions contemplated by this Agreement.

Appears in 3 contracts

Samples: Forward Purchase Agreement (Lux Health Tech Acquisition Corp.), Forward Purchase Agreement (Khosla Ventures Acquisition Co.), Forward Purchase Agreement (Lux Health Tech Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser GigCapital4 of this Agreement and the consummation by the Purchaser GigCapital4 of the transactions contemplated by this Agreement Transactions will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound bound, or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaserit, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser GigCapital4 or its ability to consummate the transactions contemplated by this AgreementTransactions.

Appears in 3 contracts

Samples: Forward Share Purchase Agreement (GigCapital4, Inc.), Forward Share Purchase Agreement (GigCapital4, Inc.), Forward Share Purchase Agreement (GigCapital4, Inc.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documentsthe Company’s memorandum and articles of association, as it may be amended from time to time (the “Charter”), or other governing documents of the Company, (ii) of any material instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any material note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any material lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this AgreementCompany.

Appears in 3 contracts

Samples: Forward Purchase Agreement (byNordic Acquisition Corp), Forward Purchase Agreement (byNordic Acquisition Corp), Forward Purchase Agreement (byNordic Acquisition Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational Charter (as defined below) or other governing documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of any federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 3 contracts

Samples: Anchor Earnout Agreement (One Madison Corp), Merger Agreement (Viveon Health Acquisition Corp.), Reallocation Agreement (One Madison Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of under any provisions of its organizational documentsthe memorandum and articles of association or other governing documents of the Company, (ii) of under any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of under any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 3 contracts

Samples: Subscription Agreement (Macondray Capital Acquisition Corp. I), Subscription Agreement (Europa Growth Acquisition Co), Subscription Agreement (Macondray Capital Acquisition Corp. I)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser such Investor of this Agreement and the consummation by such Investor and the Purchaser other Investor of the transactions contemplated by this Agreement Transactions will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound bound, or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaserit, in each case (other than clause (i)), which would have a material adverse effect on such Investor or any of the Purchaser other Investor or its or their ability to consummate the transactions contemplated by this AgreementTransactions.

Appears in 2 contracts

Samples: Forward Share Purchase Agreement (Western Acquisition Ventures Corp.), Forward Share Purchase Agreement (Western Acquisition Ventures Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documentsthe certificate of incorporation, bylaws or other governing documents of the Company, (ii) of any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Subscription Agreement (VectoIQ Acquisition Corp.), Subscription Agreement (LF Capital Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any material violation or default (i) of any provisions of its organizational documents, if applicable, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i))case, which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Form of Forward Purchase Agreement (Aperture Acquisition Corp), Form of Forward Purchase Agreement (Aperture Acquisition Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documentsthe Company’s amended and restated articles of incorporation, as it may be further amended from time to time (the “Charter”), or other governing documents of the Company, (ii) of any material instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any material note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any material lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this AgreementCompany.

Appears in 2 contracts

Samples: Forward Purchase Agreement (Integral Acquisition Corp 1), Forward Purchase Agreement (Integral Acquisition Corp 1)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser such Investor of this Agreement and the consummation by such Investor and the Purchaser other Investors of the transactions contemplated by this Agreement Transactions will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound bound, or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaserit, in each case (other than clause (i‎(i)), which would have a material adverse effect on such Investor or any of the Purchaser other Investors or its or their ability to consummate the transactions contemplated by this AgreementTransactions.

Appears in 2 contracts

Samples: Forward Share Purchase Agreement (Lavoro LTD), Escrow Agreement (TPB Acquisition Corp I)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser Company of this Agreement and the consummation by the Purchaser Company of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documentsthe Charter or bylaws of the Company, (ii) of any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Forward Purchase Agreement (Starboard Value Acquisition Corp.), Forward Purchase Agreement (Starboard Value Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement by the Company will not result in any violation or default (i) of any provisions of its organizational Charter or other governing documents, (ii) of any instrument, judgment, order, writ or decree to which it the Company is a party or by which it the Company is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it the Company is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it the Company is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Forward Purchase Agreement (Waldencast Acquisition Corp.), Forward Purchase Agreement (Waldencast Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser Option Holder of this Agreement and the consummation by the Purchaser Option Holder of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserOption Holder, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser Option Holder or its ability to consummate the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Option Agreement (Sentinel Energy Services Inc.), Option Agreement (Sentinel Energy Services Inc.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser such Investor of this Agreement and the consummation by the Purchaser such Investor of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, if applicable, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of any federal or state statute, rule or regulation applicable to the Purchasersuch Investor, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser such Investor or its ability to consummate the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Reallocation Agreement (One Madison Corp), Anchor Earnout Agreement (One Madison Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, if applicable, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (id)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Forward Purchase Agreement (Provident Acquisition Corp.), Forward Purchase Agreement (Provident Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the such Purchaser of this Agreement and the consummation by the such Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of under any provisions of its organizational documents, (ii) of under any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of under any provision of federal or state statute, rule or regulation applicable to the such Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its such Purchaser’s ability to consummate the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Subscription Agreement (Good Works II Acquisition Corp.), Subscription Agreement (Good Works Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser such Purchasing Party of this Agreement and the consummation by the Purchaser such Purchasing Party of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchasersuch Purchasing Party, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser such Purchasing Party or its ability to consummate the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Backstop Agreement (Health Sciences Acquisitions Corp 2), Support Agreement (Health Sciences Acquisitions Corp 2)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser Company of this Agreement and the consummation by the Purchaser Company of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documentsthe certificate of incorporation or bylaws of the Company, (ii) of any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Optional Share Purchase Agreement (Starboard Value Acquisition Corp.), Optional Share Purchase Agreement (Starboard Value Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser such Principal Investor of this Agreement and the consummation by such Principal Investor and the Purchaser other Investors of the transactions contemplated by this Agreement Transactions will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound bound, or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaserit, in each case (other than clause (i)), which would have a material adverse effect on such Principal Investor or any of the Purchaser other Investors or its or their ability to consummate the transactions contemplated by this AgreementTransactions.

Appears in 2 contracts

Samples: Forward Share Purchase Agreement (GigCapital4, Inc.), Forward Share Purchase Agreement (Leafly Holdings, Inc. /DE)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of the Company’s Charter or its organizational other governing documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Purchase Agreement (Trebia Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser Sponsor of this Agreement and the consummation by the Purchaser Sponsor of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, if applicable, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserSponsor, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Purchase Agreement (Anzu Special Acquisition Corp I)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser Investor of this Agreement and the consummation by the Purchaser Investor of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserInvestor, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser Investor or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Purchase Agreement (National Energy Services Reunited Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser Sponsor of this Agreement and the consummation by the Purchaser Sponsor of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, if applicable, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of any federal or state statute, rule or regulation applicable to the PurchaserSponsor, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser Sponsor or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Viveon Health Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser Purchasers of this Agreement and the consummation by the Purchaser Purchasers of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is they are a party or by which it is they are bound, (iii) under any note, indenture or mortgage to which it is they are a party or by which it is they are bound, (iv) under any lease, agreement, contract or purchase order to which it is they are a party or by which it is they are bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserPurchasers, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser Purchasers or its their ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Purchase Agreement (JATT Acquisition Corp)

AutoNDA by SimpleDocs

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documentsthe bylaws or other governing documents of the Company, (ii) of any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of any provision of Mexican or U.S. federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Purchase Agreement (Vista Oil & Gas, S.A.B. De C.V.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documentsthe Memorandum and Articles or other governing documents of the Company, (ii) of any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Purchase Agreement (Medicus Sciences Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of under any provisions of its organizational documents, (ii) of under any instrument, judgment, order, writ writ, or decree to which it is a party or by which it is bound, (iii) under any note, indenture indenture, or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract contract, or purchase order to which it is a party or by which it is bound or (v) of under any provision of federal Federal or state statute, rule rule, or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its Purchaser’s ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Subscription Agreement (PROOF Acquisition Corp I)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, if applicable, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Subscription Agreement (One Madison Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.. ​

Appears in 1 contract

Samples: Forward Purchase Agreement (JATT Acquisition Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser such Investor of this Agreement and the consummation by the Purchaser such Investor of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, if applicable, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreementsuch Investor.

Appears in 1 contract

Samples: Warrant Exchange Agreement (One Madison Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational the Company’s Amended and Restated Memorandum and Articles of Association or other governing documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Warrant Exchange Agreement (One Madison Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser such BSOF Entity of this Agreement and the consummation by the Purchaser such BSOF Entity of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, if applicable, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchasersuch BSOF Entity, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser such BSOF Entity or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Voting Agreement (One Madison Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documentsthe Company’s Charter, or other governing documents of the Company, (ii) of any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Backstop Agreement (Capstar Special Purpose Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation of, conflict with or default under (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state law, statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Purchase Agreement (Israel Amplify Program Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser PFW of this Agreement and the consummation by the Purchaser PFW of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, if applicable, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of national, U.S., federal or state statute, rule or regulation applicable to the PurchaserPFW, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Backstop Agreement (Sports Ventures Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.. (e)

Appears in 1 contract

Samples: Forward Purchase Agreement (Dragoneer Growth Opportunities Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of under any provisions of its organizational documentsthe memorandum and articles of association, bylaws or other governing documents of the Company, (ii) of under any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of under any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Subscription Agreement (Valor Latitude Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement by the Company will not result in any violation or default (i) of any provisions of its organizational Charter or other governing documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, or (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Additional Equity Purchase Agreement (CF Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser Company of this Agreement and the consummation by the Purchaser Company of the transactions contemplated by this Agreement will not result in any violation of, conflict with or default under (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state law, statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Purchase Agreement (Israel Amplify Program Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (ia) of any provisions of its organizational documentsthe certificate of incorporation, bylaws or other governing documents of the Company, (iib) of any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iiic) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (ivd) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (ve) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (ia)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Subscription Agreement (RMG Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of under any provisions of its organizational documents, (ii) of under any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of under any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its Purchaser’s ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Subscription Agreement (Valor Latitude Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (iv) of any provisions of its organizational documents, (iivi) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iiivii) under any note, indenture or mortgage to which it is a party or by which it is bound, (ivviii) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (vix) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Purchase Agreement (Vantage Energy Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser Noteholder of this Agreement and the consummation by the Purchaser Noteholder of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserNoteholder, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser Noteholder or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Backstop Agreement (Compute Health Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default default: (i) of any provisions of its organizational certificate of incorporation or other governing documents, ; (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, ; (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, ; (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound bound; or (v) of any provision of any federal or state statute, rule or regulation applicable to the PurchaserParent, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company, the Parent or its the ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Earnout Agreement (International Media Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (iA) of any provisions of its organizational documentsthe Charter, bylaws or other governing documents of the Company, (iiB) of any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iiiC) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (ivD) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (vE) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (iA)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Share Purchase Agreement (GigCapital2, Inc.)

Compliance with Other Instruments. The execution, delivery and performance by the such Purchaser of this Agreement and the consummation by the such Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions provision of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the such Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the such Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Purchase Agreement (Cartica Acquisition Corp)

Compliance with Other Instruments. The execution, delivery and performance by the such Purchaser of this Agreement and the consummation by the such Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of under any provisions of its organizational documents, (ii) of under any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of under any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its such Purchaser’s ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Subscription Agreement (Hennessy Capital Investment Corp. VI)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of under any provisions of its organizational documents, (ii) of under any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of under any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i‎(i)), which would have a material adverse effect on the Purchaser or its Purchaser’s ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Subscription Agreement (USA Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser Sponsor of this Agreement and the consummation by the Purchaser Sponsor of the transactions contemplated by this Agreement will not result in any violation or default (i) of under any provisions of its organizational documents, (ii) of under any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of under any provision of federal or state statute, rule or regulation applicable to the PurchaserSponsor, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its Sponsor’s ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Subscription Agreement (Verity Acquisition Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of under any provisions of its organizational documentsthe certificate of incorporation, bylaws or other governing documents of the Company, (ii) of under any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (v) of under any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i‎(i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Subscription Agreement (USA Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (ixv) of any provisions of its organizational documentsthe Charter, (iibylaws or other governing documents of the Company, xvi) of any instrument, judgment, order, writ or decree to which it the Company is a party or by which it is bound, (iiixvii) under any note, indenture or mortgage to which it the Company is a party or by which it is bound, (ivxviii) under any lease, agreement, contract or purchase order to which it the Company is a party or by which it is bound or (vxix) of any provision of federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Purchase Agreement (Vantage Energy Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, if applicable, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect Material Adverse Effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Purchase Agreement (Compass Digital Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, if applicable, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i))case, which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Purchase Agreement (Provident Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which i)),which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Purchase Agreement (Valor Latitude Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser Radcliffe of this Agreement and the consummation by the Purchaser Radcliffe of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserRadcliffe, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser Radcliffe or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Share Purchase Agreement (Big Cypress Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation ​ ​ applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Purchase Agreement (JATT Acquisition Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser SIS Holdings of this Agreement and the consummation by the Purchaser SIS Holdings of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the PurchaserSIS Holdings, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its SIS Holdings’ ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Assignment Agreement (BC Partners Holdings LTD)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its ability to consummate the transactions contemplated by this Agreement.. ​

Appears in 1 contract

Samples: Forward Purchase Agreement (JATT Acquisition Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser such Investor of this Agreement and the consummation by the Purchaser such Investor of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchasersuch Investor, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser such Investor or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Backstop Agreement (Compute Health Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser such Sponsor of this Agreement and the consummation by the Purchaser such Sponsor of the transactions contemplated by this Agreement will not result in any violation or default (i) of any provisions of its organizational documents, if applicable, (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of any provision of federal or state statute, rule or regulation applicable to the Purchasersuch Sponsor, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser such Sponsor or its ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Forward Purchase Agreement (Mosaic Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default default: (i) of any provisions of its organizational certificate of incorporation or other governing documents, ; (ii) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, ; (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, ; (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound bound; or (v) of any provision of any federal or state statute, rule or regulation applicable to the PurchaserCompany, in each case (other than clause (i)), ) which would have a material adverse effect on the Purchaser Company, the Parent or its the ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Earnout Agreement (International Media Acquisition Corp.)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser Unitholder of this Agreement and the consummation by the Purchaser Unitholder of the transactions contemplated by this Agreement will not result in any violation or default (i) of under any provisions of its organizational documents, (ii) of under any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iii) under any note, indenture or mortgage to which it is a party or by which it is bound, (iv) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (v) of under any provision of federal or state statute, rule or regulation applicable to the PurchaserUnitholder, in each case (other than clause (i)), which would have a material adverse effect on the Purchaser or its Unitholder’s ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Subscription Agreement (Thayer Ventures Acquisition Corp)

Compliance with Other Instruments. The execution, delivery and performance by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated by this Agreement will not result in any violation or default (ia) of any provisions of its organizational documents, (iib) of any instrument, judgment, order, writ or decree to which it is a party or by which it is bound, (iiic) under any note, indenture or mortgage to which it is a party or by which it is bound, (ivd) under any lease, agreement, contract or purchase order to which it is a party or by which it is bound or (ve) of any provision of federal or state statute, rule or regulation applicable to the Purchaser, in each case (other than clause (ia)), which would have a material adverse effect on the Purchaser or its Purchaser’s ability to consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Subscription Agreement (RMG Acquisition Corp.)

Time is Money Join Law Insider Premium to draft better contracts faster.