Common use of Governmental and Other Approvals; No Conflicts Clause in Contracts

Governmental and Other Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any third party on the part of any Obligor, except for (i) such as have been obtained or made and are in full force and effect and (ii) filings and recordings in respect of the Liens created pursuant to the Security Documents, (b) will not violate the charter, bylaws or other organizational documents of Borrower and its Subsidiaries, (c) will not violate any applicable law or regulation binding upon Borrower and its Subsidiaries or any order of any Governmental Authority, other than any such violations that, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect, (d) will not violate or result in a default under any indenture, agreement or other instrument relating to Indebtedness or other material agreement or instrument, in each case binding upon Borrower and its Subsidiaries or assets, or give rise to a right thereunder to require any payment to be made by any such Person, and (e) will not result in the creation or imposition of any Lien (other than Permitted Liens) on any asset of Borrower and its Subsidiaries.

Appears in 3 contracts

Samples: Term Loan Agreement (Silk Road Medical Inc), Term Loan Agreement (Silk Road Medical Inc), Term Loan Agreement (Silk Road Medical Inc)

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Governmental and Other Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any third party on the part of any Obligorparty, except for (i) such as have been obtained or made and are in full force and effect and (ii) filings and recordings in respect of the Liens created pursuant to the Security Documents, (b) will not violate any applicable law or regulation or the charter, bylaws or other organizational documents of Borrower and its Subsidiaries, (c) will not violate any applicable law or regulation binding upon Borrower and its Subsidiaries or any order of any applicable Governmental Authority, Authority other than any such violations that, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect, (d) will not violate or result in a default under any material indenture, agreement or other instrument relating to Indebtedness or other material agreement or instrument, in each case of Borrower and its Subsidiaries binding upon Borrower and its Subsidiaries or assets, or give rise to a right thereunder to require any payment to be made by any such Person, and (e) will not result in the creation or imposition of any Lien (other than Permitted Liens) on any asset of Borrower and its Subsidiaries.

Appears in 2 contracts

Samples: Loan Agreement (Dynavax Technologies Corp), Loan Agreement (Synergy Pharmaceuticals, Inc.)

Governmental and Other Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any third party on the part of any Obligorparty, except for (i) consents in connection with the Permitted Priority Debt and the SVB/Oxford Debt, (ii) such as have been obtained or made and are in full force and effect and (iiiii) filings and recordings in respect of the Liens created pursuant to the Security Documents, (b) will not violate any applicable law or regulation or the charter, bylaws by laws or other organizational documents of Borrower and its Subsidiaries, (c) will not violate any applicable law or regulation binding upon the Borrower and its Subsidiaries or any order of any Governmental Authority, other than any such violations that, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect, (dc) will not violate or result in a default under any indenture, agreement or other instrument relating to Indebtedness or other material agreement or instrument, in each case binding upon the Borrower and its Subsidiaries or assets, or give rise to a right thereunder to require any payment to be made by any such Person, other than any of the foregoing that, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect, and (ed) except for the Liens created pursuant to the Security Documents, will not result in the creation or imposition of any Lien (other than Permitted Liens) on any asset of the Borrower and its Subsidiaries.

Appears in 2 contracts

Samples: Term Loan Agreement (Corium International, Inc.), Term Loan Agreement (Corium International, Inc.)

Governmental and Other Approvals; No Conflicts. The Transactions (ai) do not require any consent or approval Governmental Approval of, registration or filing with, or any other action by, any Governmental Authority or any third party on the part of any Obligorparty, except for (ix) such as have been obtained or made and are in full force and effect and (iiy) filings and recordings in respect of the Liens created pursuant to the Security Documents, (b) will not violate the charter, bylaws or other organizational documents of Borrower and its Subsidiaries, (cii) will not violate any applicable law Law or regulation binding upon Borrower and the Organic Documents of any Obligor or any of its Subsidiaries or any order of any Governmental Authority, other than any such violations that, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect, (diii) will not violate or result in a default under any indenture, agreement or other instrument relating to in respect of Indebtedness for borrowed money or other material agreement or instrument, in each case equivalent binding upon Borrower and any Obligor or any of its Subsidiaries or assets, or give rise to a right thereunder to require any payment to be made by any such PersonPerson except as could not reasonably expected to result in an Event of Default, and (eiv) will not result in the creation or imposition of any Lien (other than Permitted Liens) on any asset of Borrower and any Obligor or any of its Subsidiaries.

Appears in 2 contracts

Samples: Credit Agreement and Guaranty (Sonendo, Inc.), Credit Agreement and Guaranty (Sonendo, Inc.)

Governmental and Other Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any third party on the part of any Obligorparty, except for (i) such as have been obtained or made and are in full force and effect and (ii) filings and recordings in respect of the Liens created pursuant to the Security DocumentsDocuments (iii) those that are permitted to be made after the Closing Date, and (iv) those listed on Schedule 7.03, (b) will not violate the charter, bylaws or other organizational documents of Borrower and its Subsidiaries, (c) will not violate any applicable law or regulation binding upon or the charter, by laws or other organizational documents of each Borrower and its Subsidiaries or any order of any Governmental Authority, other than any such violations that, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect, (dc) will not violate or result in a default under any indenture, agreement or other instrument relating to Indebtedness or other material agreement or instrument, in each case binding upon each Borrower and its Subsidiaries or assets, or give rise to a right thereunder to require any payment to be made by any such Person, and (ed) will not result in the creation or imposition of any Lien (on any asset of each Borrower and its Subsidiaries, other than Permitted Liens) on any asset of Borrower and its Subsidiaries.

Appears in 1 contract

Samples: Term Loan Agreement (TriVascular Technologies, Inc.)

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Governmental and Other Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any third party on the part of any Obligorparty, except for (i) such as have been obtained or made and are in full force and effect and (ii) filings and recordings in respect of the Liens created pursuant to the Security Documents, (b) will not violate any applicable law or regulation or the charter, bylaws or other organizational documents of Borrower and or any of its Subsidiaries, (c) will not violate any applicable law or regulation binding upon Borrower and its Subsidiaries or any order of any Governmental AuthorityAuthority applicable to Borrower or any Subsidiary, other than any such violations that, individually or in the aggregate, could would not reasonably be expected to have a Material Adverse Effect, (d) will not violate or result in a default under any material indenture, agreement or other instrument relating to Indebtedness or other material agreement or instrument, in each case binding upon Borrower and Borrower, any of its Subsidiaries or any of their respective assets, or give rise to a right thereunder to require any payment to be made by any such Person, and (e) will not result in the creation or imposition of any Lien (other than Permitted Liens) on any asset of Borrower and its Subsidiaries.

Appears in 1 contract

Samples: Term Loan Agreement (P3 Health Partners Inc.)

Governmental and Other Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any third party on the part of any Obligorparty, except for (i) such as have been obtained or made and are in full force and effect and (ii) filings and recordings in respect of the Liens created pursuant to the Security Documents, (b) will not violate any applicable law or regulation or the charter, bylaws bylaws, constitutional or other organizational documents of Borrower Parent and its Subsidiaries, (c) will not violate any applicable law or regulation binding upon Borrower and its Subsidiaries or any order of any Governmental Authority, other than any such violations that, individually or in the aggregate, could not reasonably be expected to have a Material Adverse EffectAuthority , (d) will not violate or result in a CONFIDENTIAL TREATMENT REQUESTED UNDER C.F.R. SECTIONS 200.80(b)(4), 200.83 AND 230.406. [****] INDICATES OMITTED MATERIAL THAT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST FILED SEPARATELY WITH THE COMMISSION. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE COMMISSION. default under any indenture, agreement or other instrument relating to Indebtedness or other material agreement or instrument, in each case binding upon Borrower Parent and its Subsidiaries or assets, or give rise to a right thereunder to require any payment to be made by any such Person, and (e) will not result in the creation or imposition of any Lien (other than Permitted Liens) on any asset of Borrower Parent and its Subsidiaries.

Appears in 1 contract

Samples: Term Loan Agreement (Strongbridge Biopharma PLC)

Governmental and Other Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any third party on the part of any Obligorparty, except for (i) such as have been obtained or made and are in full force and effect and (ii) filings and recordings in respect of the Liens created pursuant to the Security Documents, (b) will not violate any applicable law or regulation or the charter, bylaws or other organizational documents of Borrower and or any of its Subsidiaries, (c) will not violate any applicable law or regulation binding upon Borrower and its Subsidiaries or any order of any Governmental AuthorityAuthority applicable to Borrower or any Subsidiary, other than any such violations that, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect, (d) will not violate or result in a default under any indenture, agreement or other instrument relating to Indebtedness or other material agreement or instrument, in each case binding upon Borrower and Borrower, any of its Subsidiaries or any of their respective assets, or give rise to a right thereunder to require any payment to be made by any such Person, and (e) will not result in the creation or imposition of any Lien (other than Permitted Liens) on any asset of Borrower and its Subsidiaries.

Appears in 1 contract

Samples: Loan Agreement (Treace Medical Concepts, Inc.)

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