No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 20 contracts
Samples: Membership Interests Purchase Agreement (Nikola Corp), Purchase and Sale Agreement, Unit Purchase Agreement (VERRA MOBILITY Corp)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Company of this Agreement and each of the Ancillary Agreements to which the Buyer Company will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 18 contracts
Samples: Agreement and Plan of Merger (Par Technology Corp), Agreement and Plan of Merger (Veritone, Inc.), Agreement and Plan of Merger (Veritone, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by each of the Buyer Acquiror and Sub of this Agreement and each of the Ancillary Agreements to which the Buyer it will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Autobytel Inc), Agreement and Plan of Merger, Agreement and Plan of Merger (Infospace Inc)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Company of this Agreement and each of the Ancillary Agreements to which the Buyer Company will be a party, and the consummation of the transactions contemplated hereby and therebyTransactions, do not and will not:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Rubicon Project, Inc.), Agreement and Plan of Merger (Rubicon Project, Inc.), Agreement and Plan of Merger (Healthtronics, Inc.)
No Conflict; Required Filings and Consents. (ai) The execution, delivery and performance by the Buyer such Seller of this Agreement and each of the Ancillary Agreements to which the Buyer such Seller will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 4 contracts
Samples: Securities Purchase Agreement (P10, Inc.), Securities Purchase Agreement (P10, Inc.), Securities Purchase Agreement (P10, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer Seller will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Insteel Industries Inc), Asset Purchase Agreement (Phoenix Technologies LTD), Stock Purchase Agreement (HAPC, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer is or will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 4 contracts
Samples: Stock Purchase Agreement (Forterra, Inc.), Securities Purchase Agreement (Neustar Inc), Purchase and Sale Agreement (American Campus Communities Operating Partnership LP)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by each of the Buyer and Holdings of this Agreement and each of the Ancillary Agreements to which the Buyer and Holdings will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 4 contracts
Samples: Securities Purchase Agreement (P10, Inc.), Securities Purchase Agreement (P10, Inc.), Securities Purchase Agreement (P10, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Purchaser of this Agreement and each of the Ancillary Agreements and each of the CTF Ancillary Agreements to which the Buyer Purchaser will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 3 contracts
Samples: Purchase and Sale Agreement (Marriott International Inc /Md/), Purchase and Sale Agreement (Sunstone Hotel Investors, Inc.), Purchase and Sale Agreement (Marriott International Inc /Md/)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer each of Acquiror and Sub of this Agreement and each of the Ancillary Agreements to which the Buyer it will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Veritone, Inc.), Agreement and Plan of Merger (Adept Technology Inc), Agreement and Plan of Merger (Adept Technology Inc)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the each of Buyer and Merger Sub of this Agreement and each of the Ancillary Agreements to which the Buyer it will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Veritone, Inc.), Agreement and Plan of Merger (Upland Software, Inc.), Acquisition Agreement and Plan of Merger (Envestnet, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:not conflict with or violate (i) the certificate of incorporation or bylaws of the Buyer or (ii) any Law applicable to the Buyer.
Appears in 3 contracts
Samples: Share Purchase and Shareholders’ Rights Agreement (K Swiss Inc), Share Purchase and Shareholders’ Rights Agreement (K Swiss Inc), Share Purchase and Shareholders’ Rights Agreement (K Swiss Inc)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and by each Seller Party of each of the Ancillary Agreements to which the Buyer will be it is a party, and the consummation of the transactions contemplated hereby and thereby, thereby do not and will not:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Skyworks Solutions, Inc.), Asset Purchase Agreement (Silicon Laboratories Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be is a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Applied Micro Circuits Corp), Stock Purchase Agreement (Applied Micro Circuits Corp)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer such Seller of this Agreement and each of the Ancillary Agreements to which the Buyer such Seller will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 2 contracts
Samples: Securities Purchase Agreement (Patterson Uti Energy Inc), Asset Purchase Agreement (Martha Stewart Living Omnimedia Inc)
No Conflict; Required Filings and Consents. (a) The executionexecution and delivery by the Sellers of this Agreement, delivery and the performance by the Buyer Sellers of their obligations under this Agreement and each of the Ancillary Agreements to which the Buyer will be a partyAgreement, and the consummation of the transactions contemplated hereby and therebyhereby, do not and will not:
Appears in 2 contracts
Samples: Purchase Agreement (Fortress Investment Group LLC), Purchase Agreement (Fortress Investment Group LLC)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer Seller will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Travere Therapeutics, Inc.), Asset Purchase Agreement (Mirum Pharmaceuticals, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer will be Seller is a party, party and the consummation of the transactions contemplated hereby and therebyhereby, do not and will not:
Appears in 2 contracts
Samples: Purchase Agreement (Energy & Power Solutions, Inc.), Purchase Agreement (Energy & Power Solutions, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Purchaser of this Agreement and each of the Ancillary Agreements to which the Buyer Purchaser will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Mirum Pharmaceuticals, Inc.), Asset Purchase Agreement (Travere Therapeutics, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be is a party, party and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 2 contracts
Samples: Purchase Agreement (Energy & Power Solutions, Inc.), Purchase Agreement (Energy & Power Solutions, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by each of the Buyer Acquiror and Merger Sub of this Agreement and each of the Ancillary Agreements to which the Buyer it will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (ExlService Holdings, Inc.), Agreement and Plan of Merger (Integral Systems Inc /Md/)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement do not and the execution, delivery and performance of each of the Ancillary Agreements to which the Buyer will be a partyAgreements, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Ems Technologies Inc), Asset Purchase Agreement (Andrew Corp)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be a party, and the consummation of the transactions contemplated hereby and therebyTransaction, do not and will not:
Appears in 2 contracts
Samples: Asset Purchase Agreement (MOVING iMAGE TECHNOLOGIES INC.), Stock Purchase Agreement (Tattooed Chef, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery delivery, and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 2 contracts
Samples: Purchase and Sale Agreement (William Lyon Homes), Purchase and Sale Agreement (Toll Brothers Inc)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer each of Seller and Seller Parent of this Agreement and each of the Ancillary Agreements to which the Buyer it will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (MSG Entertainment Spinco, Inc.), Membership Interest Purchase Agreement (Madison Square Garden Co)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the such Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be a party, and the consummation by such Buyer of the transactions contemplated hereby and therebyhereby, do not and will not:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Satelites Mexicanos Sa De Cv), Stock Purchase Agreement (EchoStar CORP)
No Conflict; Required Filings and Consents. (ai) The execution, delivery and performance by the Buyer Parties of this Agreement and each of the Ancillary Agreements other Transaction Documents to which the Buyer will be they are a partyparty do not, and the consummation by the Buyer Parties of the transactions contemplated hereby herein and thereby, therein do not and will not:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Zayo Group LLC), Agreement and Plan of Merger (Zayo Group LLC)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and the execution, delivery and performance by each Buyer Party of each of the Ancillary Agreements to which the Buyer it will be a party, and the consummation of the transactions contemplated hereby and thereby, thereby do not and will not:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Silicon Laboratories Inc.), Asset Purchase Agreement (Skyworks Solutions, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be a party, and the consummation of the transactions contemplated hereby and therebyTransactions, do not and will not:
Appears in 2 contracts
Samples: Asset Purchase Agreement (New Media Investment Group Inc.), Asset Purchase Agreement (A. H. Belo Corp)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the each Buyer of this Agreement and each of the Ancillary Agreements to which the each Buyer will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 2 contracts
Samples: Asset and Share Purchase Agreement, Asset and Share Purchase Agreement (Enpro Industries, Inc)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 2 contracts
Samples: Sale and Purchase Agreement (Sundial Growers Inc.), Stock Purchase Agreement (Ducommun Inc /De/)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Company of this Agreement and each of the Ancillary Agreements to which the Buyer it will be a party, and the consummation of the transactions contemplated hereby and therebythereby by the Company, do not and will not:
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (MSG Entertainment Spinco, Inc.), Membership Interest Purchase Agreement (Madison Square Garden Co)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the each of Buyer and Buyer Parent of this Agreement and each of the Ancillary Agreements to which the Buyer it will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (MSG Entertainment Spinco, Inc.), Membership Interest Purchase Agreement (Madison Square Garden Co)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Company of this Agreement and each or any of the Ancillary Agreements to which the Buyer will be it is a party, party and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 2 contracts
Samples: Purchase Agreement (Energy & Power Solutions, Inc.), Purchase Agreement (Energy & Power Solutions, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer Seller will be a party, and the consummation of the transactions contemplated hereby and therebyTransactions, do not and will not:
Appears in 2 contracts
Samples: Asset Purchase Agreement (New Media Investment Group Inc.), Asset Purchase Agreement (A. H. Belo Corp)
No Conflict; Required Filings and Consents. (ai) The execution, delivery and performance by the each Buyer Entity of this Agreement and each of the Ancillary Agreements to which the such Buyer Entity will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Xanser Corp), Asset Purchase Agreement (Flowserve Corp)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer each of Acquiror and Sub of this Agreement and Agreement, each of the Ancillary Agreements to which the Buyer it will be a party, and the consummation by Acquiror and Sub of the transactions contemplated hereby and thereby, do not and will not:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mellanox Technologies, Ltd.), Agreement and Plan of Merger (Ezchip Semiconductor LTD)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement do not and the execution, delivery and performance of each of the Ancillary Agreements to which the Buyer will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and thereby will not:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Andrew Corp), Asset Purchase Agreement (Ems Technologies Inc)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer and the Parent of this Agreement and by the Buyer Entities of each of the Ancillary Agreements to which the any Buyer Entity will be a party, and the consummation of the transactions contemplated hereby and therebyTransactions, do not and will not:
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Solutia Inc)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Oragenics Inc), Asset Purchase Agreement (First Acceptance Corp /De/)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be a party, and the consummation of the transactions contemplated hereby and therebyhereby, do not and will not:
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Clearway Energy, Inc.), Share Purchase Agreement (Stratus Technologies Bermuda Holdings Ltd.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer Seller will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be a party, and the consummation of the transactions contemplated hereby and thereby, thereby do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be a its party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer Seller will be a party, and the consummation of the transactions contemplated hereby and therebyTransaction, do not and will not:
Appears in 1 contract
Samples: Asset Purchase Agreement (MOVING iMAGE TECHNOLOGIES INC.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be a party, party and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer will be a party, and the consummation of the transactions contemplated hereby and thereby, thereby do not and will not:
Appears in 1 contract
Samples: Asset Purchase Agreement (Atara Biotherapeutics, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements Transaction Documents to which the Buyer will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer each Seller of this Agreement and each of the Ancillary Agreements to which the Buyer such Seller will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
Samples: Asset Purchase Agreement (First Acceptance Corp /De/)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller Parties of this Agreement and each of the Ancillary Agreements to which the Buyer a Seller Party will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Purchaser of this Agreement and each of the Ancillary Agreements to which the Buyer Purchaser will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
Samples: Purchase and Sale Agreement (Interstate Hotels & Resorts Inc)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Parties of this Agreement and each of the Ancillary Agreements to which the Buyer Parties will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The Except for the execution, delivery and performance by the Buyer of this Agreement Agreement, and by the Buyer of each of the Ancillary Agreements to which the Buyer will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
Samples: Asset Purchase Agreement (Charter Communications Inc /Mo/)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller Parties of this Agreement and each of the Ancillary Agreements to which the Buyer each Seller Party will be a party, and the consummation of the transactions contemplated hereby and therebyTransaction, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the such Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer such Buyer, as applicable, will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
Samples: Asset Purchase Agreement (Martha Stewart Living Omnimedia Inc)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer such Seller of this Agreement and each of the Ancillary Agreements to which the Buyer it will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not, with or without the giving of notice or passage of time or both:
Appears in 1 contract
Samples: Securities Purchase Agreement (Builders FirstSource, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by each Seller and the Buyer Company of this Agreement and each of the Ancillary Agreements to which the Buyer will be such Person is a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
Samples: Stock Purchase Agreement (Applied Micro Circuits Corp)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer each of Acquiror and Sub of this Agreement and each of the Ancillary Agreements to which the Buyer it will be a party, and the consummation by Acquiror and Sub of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements Agreement to which the Buyer will be it is a party, party and the consummation of the transactions contemplated hereby and thereby, thereby do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be a party, and the consummation of the transactions contemplated hereby and therebyTransactions, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the each Buyer Party of this Agreement and each of the Ancillary Agreements to which the such Buyer Party will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer it will be a party, party and the consummation of the transactions contemplated hereby and thereby, thereby do not and will not:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (USD Partners LP)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer Seller will be a party, and the consummation of the transactions Transactions contemplated hereby and thereby, subject to the receipt of the Requisite Seller Consent, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by each of the Buyer and Merger Sub of this Agreement and each of the Ancillary Agreements to which the Buyer it will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer Seller is or will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Matson, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
Samples: Asset Purchase Agreement (Atlantic Broadband Finance, LLC)
No Conflict; Required Filings and Consents. (a) The execution, delivery delivery, and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer it is or will be a party, and the consummation of the transactions contemplated hereby and thereby, and compliance by the Seller with the terms hereof and thereof, in each case, do not and will not:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Clearway Energy, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Parties of this Agreement and each of the Ancillary Agreements to which the Buyer Parties will be a party, party and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
Samples: Share Purchase Agreement (Avino Silver & Gold Mines LTD)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer such Seller of this Agreement and each of the Ancillary Agreements to which the Buyer will be such Seller is a party, and the consummation of the transactions contemplated hereby and therebyby this Agreement, do not and will not:
Appears in 1 contract
Samples: Stock Purchase Agreement (RXi Pharmaceuticals Corp)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer each Seller and each Company of this Agreement and each of the Ancillary Agreements to which the Buyer such Seller or such Company will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery execution and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer Seller will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the any Non-Buyer Party of this Agreement and each of the Ancillary Agreements to which the Buyer it will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will shall not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer and the Buyer Parent of this Agreement and each of the Ancillary Agreements to which the Buyer and the Buyer Parent will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:: 42
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer it will be a party, and the consummation of the transactions contemplated hereby and therebyTransactions, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Acquiror and Sub of this Agreement and each of the Ancillary Agreements to which the Buyer each of them is or will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Purchaser of this Agreement and each of the Ancillary Agreements to which the Buyer it will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not, with or without the giving of notice or passage of time or both:
Appears in 1 contract
Samples: Securities Purchase Agreement (Builders FirstSource, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be is a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
Samples: Stock Purchase Agreement (Compass Group Diversified Holdings LLC)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Company and the Sellers of this Agreement and each of the Ancillary Agreements to which the Buyer Sellers will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
Samples: Securities Purchase Agreement (Patterson Uti Energy Inc)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer and Parent of this Agreement and each of the Ancillary Agreements to which the Buyer and/or Parent will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller and the Asset Transferors of this Agreement and and/or each of the Ancillary Agreements to which the Buyer Seller or the Asset Transferors will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
Samples: Stock and Asset Purchase Agreement (Conversant, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, execution and delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be a partyparty do not and will not, and the performance and consummation of the transactions contemplated hereby and thereby, do not and thereby will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, execution and delivery and performance by the Buyer Seller Entities of this Agreement and each of the Ancillary Agreements to which the Buyer will be a partyAgreements, as applicable, and the performance and consummation of the transactions contemplated hereby and therebythereby by the Seller Entities do not, do not and will not:directly or indirectly (with notice or lapse of time or both):
Appears in 1 contract
Samples: Stock and Asset Purchase Agreement (Eaton Corp PLC)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the each Buyer of this Agreement and each of the Ancillary Agreements to which the such Buyer will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be a party, and the consummation or performance of any of the transactions contemplated hereby and therebyTransactions, do not and will not:
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No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer each Seller of this Agreement and each of the Ancillary Agreements to which the Buyer such Seller is or will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
Samples: Purchase and Sale Agreement (American Campus Communities Operating Partnership LP)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller and the Company of this Agreement and each of the Ancillary Agreements to which the Buyer will be such Person is a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
Samples: Asset Purchase Agreement (Applied Micro Circuits Corp)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer a Seller Entity will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
Samples: Purchase Agreement (Neulion, Inc.)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer of this Agreement and the execution, delivery and performance by each Buyer Party of each of the Ancillary Agreements to which the Buyer it will be a party, and the consummation of the transactions contemplated hereby and thereby, thereby do not and will not:
Appears in 1 contract
Samples: Asset Purchase Agreement (Marvell Technology Group LTD)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Buyers of this Agreement and each of the Ancillary Agreements to which either of the Buyer will be Buyers is a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
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No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer Seller will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
Samples: Share Purchase Agreement (Spreadtrum Communications Inc)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer such Seller will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:: (i) Subject to the execution of the Partners Resolutions by all the parties thereto, conflict with or violate the bylaws (estatutos sociales) or equivalent organizational documents of any Company; Exhibit 2.1
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No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Buyers of this Agreement and each of the Ancillary Agreements to which the a Buyer will be a party, and the consummation of the transactions contemplated hereby and thereby, or compliance by each Buyer with any of the provisions hereof, do not and will not:
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No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer a Seller will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
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No Conflict; Required Filings and Consents. (a) The execution, execution and delivery and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer will be a partyAgreements, and the performance and consummation of the transactions contemplated hereby and therebythereby by the Seller, do not and will not:
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No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer any Asset Seller of this Agreement and each of the Ancillary Agreements to which the Buyer each Asset Seller will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
Samples: Asset Purchase Agreement (Albany International Corp /De/)
No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Company and the Sellers of this Agreement and each of the Ancillary Agreements to which the Buyer Company or the Sellers will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
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No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer such Seller of this Agreement and each of the Ancillary Agreements Agreement to which the Buyer such Seller will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
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No Conflict; Required Filings and Consents. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and by each Seller Party of each of the Ancillary Agreements to which the Buyer will be it is a party, and the consummation of the transactions contemplated hereby and thereby, thereby do not and will not:
Appears in 1 contract
Samples: Asset Purchase Agreement (Marvell Technology Group LTD)
No Conflict; Required Filings and Consents. (a) The execution, delivery delivery, and performance by the Buyer Seller of this Agreement and each of the Ancillary Agreements to which the Buyer will be a partyEscrow Agreement, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
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No Conflict; Required Filings and Consents. (a) The execution, execution and delivery and performance by the Buyer of this Agreement and each of the Ancillary Agreements to which the Buyer will be a party, and the consummation of the transactions contemplated hereby and thereby, do not and will not:
Appears in 1 contract
