Common use of No Conflict; Governmental Consents Clause in Contracts

No Conflict; Governmental Consents. (a) The execution and delivery by the Company of this Agreement and the Offering Materials and the consummation of the transactions contemplated hereby will not (i) result in the violation of any material law, statute, rule, regulation, order, writ, injunction, judgment or decree of any court or governmental authority to or by which the Company is bound, (ii) conflict with or violate any provision of the Company’s Articles of Incorporation (the “Articles”), as amended or the Bylaws, (and collectively with the Articles, the “Charter Documents”) of the Company, and (iii) will not conflict with, or result in a material breach or violation of, any of the terms or provisions of, or constitute (with or without due notice or lapse of time or both) a default or give to others any rights of termination, amendment, acceleration or cancellation (with or without due notice, lapse of time or both) under any agreement, credit facility, lease, loan agreement, mortgage, security agreement, trust indenture or other agreement or instrument to which the Company is a party or by which it is bound or to which any of its properties or assets is subject, nor result in the creation or imposition of any lien upon any of the properties or assets of the Company.

Appears in 7 contracts

Samples: Securities Purchase Agreement (Evolucia Inc.), Subscription Agreement (STW Resources Holding Corp.), Subscription Agreement (STW Resources Holding Corp.)

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No Conflict; Governmental Consents. (a) The execution and delivery by the Company of this Agreement and the Offering Materials Agreements and the consummation of the transactions contemplated hereby by the Agreements will not (i) result in the violation by the Company of any material law, statute, rule, regulation, order, writ, injunction, judgment or decree of any court or governmental authority to or by which the Company is bound, (ii) conflict with or violate of any provision of the Company’s Articles Certificate of Incorporation (the “Articles”)Incorporation, as amended By-laws or the Bylaws, (and collectively with the Articles, the “Charter Documents”) other governing documents of the Company, and (iii) will not conflict with, or result in a material breach or violation of, any of the terms or provisions of, or constitute (with or without due notice or lapse of time or both) a default or give to others under, any rights of termination, amendment, acceleration or cancellation (with or without due notice, lapse of time or both) under any agreement, credit facility, lease, loan agreement, mortgage, security agreement, trust indenture indenture, securities purchase agreement, registration rights agreement or other agreement or instrument to which the Company is a party or by which it is bound or to which any of its properties or assets is subject, nor result in the creation or imposition of any lien upon any of the properties or assets of the Company, except for such violations, conflicts, breaches or violations which individually or in the aggregate will not have a material adverse effect on the Company. The issuance and/or sale of the Securities contemplated by the Agreements will not give rise to any preemptive rights, rights of first refusal or anti-dilution pricing adjustment rights on behalf of any Person.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Aura Systems Inc), Securities Purchase Agreement (Icm Asset Management Inc/Wa)

No Conflict; Governmental Consents. (a) The execution and delivery by the Company of this Agreement and the Offering Materials Transaction Documents, the issuance and sale of the Securities and the Common Shares and the consummation of the other transactions contemplated hereby or thereby do not and will not (i) result in the violation of any material law, statute, rule, regulation, order, writ, injunction, judgment or decree of any court or governmental authority to or by which the Company is bound, (ii) conflict with or violate any provision of the Company’s Articles of Incorporation (the “Articles”), as amended or the Bylaws, (and collectively with the Articles, the “Charter Documents”) of the Company, and (iii) will not conflict with, or result in a material breach or violation of, any of the terms or provisions of, or constitute (with or without due notice or lapse of time or both) a default or give to others any rights of termination, amendment, acceleration or cancellation (with or without due notice, lapse of time or both) under any agreement, credit facility, lease, loan agreement, mortgage, security agreement, trust indenture or other agreement or instrument to which the Company or any Subsidiary is a party or by which it any of them is bound or to which any of its their respective properties or assets is subject, nor result in the creation or imposition of any lien Encumbrances upon any of the properties or assets of the CompanyCompany or any Subsidiary.

Appears in 1 contract

Samples: Subscription Agreement (Healthcare Providers Direct Inc.)

No Conflict; Governmental Consents. (a) The a)The execution and delivery by the Company of this Agreement and the Offering Materials and the consummation of the transactions contemplated hereby will not (i) result in the violation of any material law, statute, rule, regulation, order, writ, injunction, judgment or decree of any court or governmental authority to or by which the Company is bound, (ii) conflict with or violate any provision of the Company’s Articles of Incorporation (the “Articles”), as amended or the Bylaws, (and collectively with the Articles, the “Charter Documents”) of the Company, and (iii) will not conflict with, or result in a material breach or violation of, any of the terms or provisions of, or constitute (with or without due notice or lapse of time or both) a default or give to others any rights of termination, amendment, acceleration or cancellation (with or without due notice, lapse of time or both) under any agreement, credit facility, lease, loan agreement, mortgage, security agreement, trust indenture or other agreement or instrument to which the Company is a party or by which it is bound or to which any of its properties or assets is subject, nor result in the creation or imposition of any lien upon any of the properties or assets of the Company.

Appears in 1 contract

Samples: Subscription Agreement (STW Resources Holding Corp.)

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No Conflict; Governmental Consents. (a) The execution and delivery by the Company of this Agreement and the Offering Materials and the consummation of the transactions contemplated hereby will not (i) result in the violation of any material provision of the Certificate of Incorporation or By-laws of the Company, (ii) result in any violation of any law, statute, rule, regulation, order, writ, injunction, judgment or decree of any court or governmental authority to or by which the Company or any of its Subsidiaries is bound, (ii) conflict with or violate any provision of the Company’s Articles of Incorporation (the “Articles”), as amended or the Bylaws, (and collectively with the Articles, the “Charter Documents”) of the Company, and (iii) will not conflict with, or result in a material breach or violation of, any of the terms or provisions of, or constitute (with or without due notice or lapse of time or both) a default or give to others under, any rights of termination, amendment, acceleration or cancellation (with or without due notice, lapse of time or both) under any agreement, credit facility, lease, loan agreement, mortgage, security agreement, trust indenture or other agreement or instrument to which the Company or any of its Subsidiaries is a party or by which it is bound or to which any of its properties or assets is subject, nor result in the creation or imposition of any lien Lien upon any of the properties or assets of the CompanyCompany or any of its Subsidiaries, in the cases of clauses (ii) and (iii) above, only to the extent such conflict, breach, violation, default or Lien reasonably could, individually or in the aggregate, have or result in a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Tenfold Corp /Ut)

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