Common use of Conflicting Agreements, Etc Clause in Contracts

Conflicting Agreements, Etc. The execution and delivery of this Agreement by the Sellers and the consummation of the transactions contemplated hereby will not result in: (a) the breach or violation of any of the provisions of, or a default under, or a conflict with or cause the acceleration of any obligation of the Companies under: (i) any Material Contract subject to what set forth in Section 3.7 of the Sellers' Disclosure Schedule; (ii) any Authorization; (iii) any provision of the constituent documents, by-laws or resolutions of the Board of Directors (or any committee thereof) or resolution of the shareholders or quotaholders of the Companies; (iv) any judgment, injunction, decree, order or award of any court, governmental body or arbitrator having jurisdiction over the Companies, having a material effect on the transactions contemplated herein; (v) any license, permit, approval, consent or authorization necessary to the ownership of the Participation and the operation of the Business; or (vi) any applicable Law; or (b) the creation or imposition of any Lien on any of the Shares/Quotas or on any of the property or assets of the Companies; or (c) the discontinuance or impairment of the operation of the Business after the date hereof or the Closing Date on substantially the same basis as such Business has heretofore been operated.

Appears in 1 contract

Sources: Share Purchase Agreement (Amcast Industrial Corp)

Conflicting Agreements, Etc. The execution and delivery of this Agreement by the Sellers and the consummation of the transactions contemplated hereby will not result in: (a) the breach or violation of any of the provisions of, or constitute a default under, or a conflict with or cause the acceleration of of, any obligation of the Companies or of the Subsidiaries, under: (i) any Material Contract subject to what set forth in Section 3.7 of the Sellers' Disclosure ScheduleContract; (ii) any Authorization; (iii) any provision of the constituent documents, by-laws or resolutions of the Board board of Directors directors (or any committee thereof) or resolution shareholders of the shareholders Companies or quotaholders any of the CompaniesSubsidiaries; (iv) any judgment, injunction, decree, order or award of any court, governmental body or arbitrator having jurisdiction over the CompaniesCompanies or the Subsidiaries, having a material effect on the transactions contemplated herein; (v) any license, permit, approval, consent or authorization necessary to the ownership of the Participation Shares and the shares of the Subsidiaries and the operation of the Business; or (vi) any applicable Law; or (b) the creation or imposition of any Lien on any of the Shares/Quotas Shares or on any of the shares of the Subsidiaries, or on any of the property or assets of the CompaniesCompanies or the Subsidiaries; or (c) the discontinuance or impairment of the operation of the Business after the date hereof or the Closing Date on substantially the same basis as such Business has heretofore been operated.

Appears in 1 contract

Sources: Share Purchase Agreement (Woodhead Industries Inc)