Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 24 contracts
Samples: Agreement and Plan of Merger And, Agreement and Plan of Merger And (Cavium, Inc.), Agreement and Plan of Merger And (Dot Hill Systems Corp)
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Company Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 10 contracts
Samples: Agreement and Plan of Merger and Reorganization (Medibuy Com Inc), Agreement and Plan of Merger and Reorganization (Pharmaceutical Product Development Inc), Agreement and Plan of Merger and Reorganization (Mitokor)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.22 of the Disclosure Schedule, neither (1i) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2ii) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 8 contracts
Samples: Agreement and Plan of Merger and Reorganization (Halis Inc), Agreement and Plan of Merger and Reorganization (Halis Inc), Agreement and Plan of Merger and Reorganization (Halis Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.22 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 7 contracts
Samples: Agreement and Plan of Reorganization (Walker Interactive Systems Inc), Agreement and Plan of Merger and Reorganization (Caere Corp), Escrow Agreement (Internap Network Services Corp/Wa)
Non-Contravention; Consents. Except as set forth in Part 2.21 3.24 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this AgreementStockholder Agreements, nor (2) the consummation of the Offer, the Merger or any of the other transactions contemplated by this AgreementContemplated Transactions, will directly or indirectly (with or without notice or lapse of time):
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Tufco Technologies Inc), Agreement and Plan of Merger (Diedrich Coffee Inc), Agreement and Plan of Merger (Diedrich Coffee Inc)
Non-Contravention; Consents. Except as set forth in Part PART 2.21 of the Disclosure ScheduleSchedule or where occurrence will not have a Material Adverse Effect, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (Award Software International Inc), Agreement and Plan of Merger and Reorganization (Award Software International Inc), Agreement and Plan of Merger and Reorganization (Award Software International Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 3 contracts
Samples: Share Purchase Agreement (Terayon Communication Systems), Share Purchase Agreement (Terayon Communication Systems), Share Purchase Agreement (Terayon Communication Systems)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.26 of the Disclosure Schedule, neither (1) the execution, execution and delivery or performance of this Agreement or any of the other agreements referred to in contemplated by this Agreement, nor (2) the consummation or performance of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 3 contracts
Samples: Stock Purchase Agreement (Nichols Robert D), Reorganization and Stock Purchase Agreement (Javelin Systems Inc), Stock Purchase Agreement (Javelin Systems Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.22 of the Company Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (Sorrento Therapeutics, Inc.), Agreement and Plan of Merger (Sorrento Therapeutics, Inc.), Reorganization Agreement (Titan Corp)
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither neither: (1) the execution, delivery or performance by the Company of this Agreement or any of the other agreements agreements, documents or instruments referred to in this Agreement, Agreement to which the Company is or will be a party; nor (2) the consummation by the Company of the Merger or any of the other transactions contemplated by this AgreementAgreement or any such other agreement, document or instrument, will directly or indirectly (with or without notice or lapse of time):
Appears in 3 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Yelp Inc), Agreement and Plan of Merger (Yelp Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 3.22 of the Disclosure Schedule, neither neither: (1) the execution, delivery or performance of this Agreement or any of the other agreements agreements, documents or instruments referred to in this Agreement, ; nor (2) the consummation of the Merger or any of the other transactions contemplated by this AgreementAgreement or any such other agreement, document or instrument, will directly or indirectly (with or without notice or lapse of time):
Appears in 2 contracts
Samples: Share Purchase Agreement, Share Purchase Agreement (Riverbed Technology, Inc.)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.19 of the Disclosure Schedule, neither (1i) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this AgreementTransactional Agreements, nor (2ii) the consummation of the Merger or any of the other transactions contemplated by this Agreement, Transactions will directly or indirectly (with or without notice or lapse of time):
Appears in 2 contracts
Samples: Asset Purchase Agreement (Clone Algo Inc.), Asset Purchase Agreement (Va Software Corp)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.23 of the Disclosure Schedule, neither (1x) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2y) the consummation of the Merger or any of the other transactions contemplated by this AgreementContemplated Transactions, will directly or indirectly (with or without notice or lapse of time):
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Clinical Data Inc), Agreement and Plan of Merger and Reorganization (Avalon Pharmaceuticals Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.27 of the Disclosure Schedule, neither (1a) the execution, delivery or performance of this Agreement Agreement, nor (b) the consummation of Merger I or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this AgreementContemplated Transactions, will directly or indirectly (with or without notice or lapse of time):
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Mikohn Gaming Corp), Agreement and Plan of Merger and Reorganization (Virtgame Com Corp)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.22 of the Disclosure Schedule, neither neither: (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, Transactional Agreements by the Acquired Companies; nor (2) the consummation of the Merger or any of the other transactions contemplated by this AgreementTransactions, will directly or indirectly (with or without notice or lapse of time):
Appears in 2 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (OMNICELL, Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.24 of the Disclosure Schedule, neither (1x) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreementthe Agreement by the Company, nor (2y) the consummation of the Merger or any of the other transactions contemplated by this AgreementContemplated Transactions, will directly or indirectly (with or without notice or lapse of time):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Zilog Inc), Agreement and Plan of Merger (Ixys Corp /De/)
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):any
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Ask Jeeves Inc), Agreement and Plan of Merger and Reorganization (Terayon Communication Systems)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.23 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions transaction contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Foundry Networks Inc), Agreement and Plan of Merger (Foundry Networks Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this AgreementAncillary Agreements, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, Contemplated Transactions will directly or indirectly (with or without notice or lapse of time):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Acquicor Technology Inc), Agreement and Plan of Merger (Conexant Systems Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.27 of the Disclosure Schedule, neither (1x) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2y) the consummation of the Merger or any of the other transactions contemplated by this AgreementContemplated Transactions, will directly or indirectly (with or without notice or lapse of time):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Servidyne, Inc.), Agreement and Plan of Merger (Rae Systems Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.20 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ipass Inc), Option Agreement (Corvas International Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.26 of the Disclosure ScheduleLetter, neither (1x) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2y) the consummation of the Merger or any of the other transactions contemplated by this AgreementContemplated Transactions, will directly or indirectly (with or without notice or lapse of time):
Appears in 2 contracts
Samples: Agreement of Merger (GoRemote Internet Communications, Inc.), Agreement of Merger (Ipass Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither neither: (1) the execution, delivery or performance of this Agreement or any of the other agreements agreements, documents or instruments referred to in this Agreement, ; nor (2) the consummation of the Merger or any of the other transactions contemplated by this AgreementAgreement or any such other agreement, document or instrument, will directly or indirectly (with or without notice or lapse of time):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Yelp Inc), Agreement of Merger (Riverbed Technology, Inc.)
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred Contracts contemplated by this Agreement to be executed by the Company in this Agreementconnection with the Merger, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, Contemplated Transactions will directly or indirectly (with or without notice or lapse of time):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Quest Software Inc), Agreement and Plan of Merger (Quest Software Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 3.24 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this AgreementShareholder Agreements, nor (2) the consummation of the Merger Offer, the Mergers or any of the other transactions contemplated by this AgreementContemplated Transactions, will directly or indirectly (with or without notice or lapse of time):
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Sonic Solutions/Ca/), Agreement and Plan of Merger and Reorganization (Rovi Corp)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.24 of the Company Disclosure Schedule, neither (1i) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2ii) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 2 contracts
Samples: Agreement and Plan (Exchange Applications Inc), Agreement and Plan of Merger and Reorganization (Exchange Applications Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 3.15 of the Castelle Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 2 contracts
Samples: Noncompetition Agreement (Castelle \Ca\), Noncompetition Agreement (Castelle \Ca\)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.20 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this AgreementMerger, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (St. Bernard Software, Inc.)
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither neither: (1) the execution, delivery or performance of this Agreement or any of the other agreements agreements, documents or instruments referred to in this Agreement, ; nor (2) the consummation of the Merger or any of the other transactions contemplated by this AgreementAgreement or any such other agreement, document or instrument, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 2.1.22 of the Disclosure Schedule, neither (1i) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2ii) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Halis Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither (1i) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2ii) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part Schedule 2.21 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred identified as an exhibit to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Terayon Communication Systems)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.19 of the Disclosure Schedule, neither (1i) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Transactional Agreement, nor (2ii) the consummation of the Merger or any of the other transactions contemplated by this Agreement, hereunder or thereunder will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Asset Purchase Agreement (Chanticleer Holdings, Inc.)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.22 of the GEOSURE Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger Acquisition or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Partnership Interest Purchase Agreement (Vista Information Solutions Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements Contracts referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, Contemplated Transactions will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 2.25 of the Disclosure Schedule, neither (1) the execution, execution and delivery or performance of this Agreement or any of the other agreements referred to in contemplated by this Agreement, nor (2) the consummation or performance of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 2.23 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements Contracts referred to in this Agreement, nor (2) the consummation of the Merger Acquisition or any of the other transactions contemplated by this Agreement, Contemplated Transactions will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):);
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):will:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dot Hill Systems Corp)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.2.22 of the Disclosure Schedule, neither (1i) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2ii) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Halis Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither (1) the execution, delivery or performance by the Company of this Agreement or any of the other agreements referred to in Contracts the execution of which is contemplated by this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, Contemplated Transactions will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither neither: (1) the execution, delivery or performance of this Agreement or any of the other agreements agreements, documents or instruments referred to in this Agreement, ; nor (2) the consummation of the Merger Mergers or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will does in any material respect directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Conexant Systems Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.10 of the Disclosure Schedule, neither (1) the execution, execution and delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation or performance of the Merger or any of the other transactions contemplated by this AgreementTransactions, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 2.27 of the Company Disclosure Schedule, neither (1x) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2y) the consummation of the Merger or any of the other transactions contemplated by this AgreementContemplated Transactions, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 2.22 of the Disclosure Schedule, neither neither: (1) the execution, delivery or performance by the Company of this Agreement or any of the other agreements agreements, documents or instruments referred to in this Agreement, ; nor (2) the consummation by the Company of the Merger or any of the other transactions contemplated by this AgreementAgreement or any such other agreement, document or instrument, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as Assuming the receipt of the Consents set forth in Part 2.21 3.26 of the Company Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this AgreementMerger, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 2.23 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger Mergers or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Affiliate Agreement (Ebay Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure ScheduleSchedule 2.26, neither neither: (1) the execution, delivery or performance of this Agreement or any of the other agreements agreements, documents or instruments referred to in this Agreement, ; nor (2) the consummation of the Merger or any of the other transactions contemplated by this AgreementAgreement or any such other agreement, document or instrument, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 2.22 of the Disclosure Schedule, neither (1i) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2ii) the consummation of the Merger Mergers or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fisher Business Systems Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 Schedule 3.05 of the Disclosure ScheduleSchedules, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cyalume Technologies Holdings, Inc.)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.25 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 2.22 of the Company Disclosure Schedule, neither (1A) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, ; nor (2B) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will will, directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Agreement and Plan of Merger (Sorrento Therapeutics, Inc.)
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither (1) the termination of the Prior Merger Agreement, the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. (a) Except as set forth in Part 2.21 of the Disclosure Schedule, neither neither: (1) the execution, delivery or performance of this Agreement or any of the other agreements agreements, documents or instruments referred to in this Agreement, ; nor (2) the consummation of the Merger or any of the other transactions contemplated by this AgreementAgreement or any such other agreement, document or instrument, will directly or indirectly (with or without notice or lapse of timetime or both):
Appears in 1 contract
Samples: Agreement of Merger (Oclaro, Inc.)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.22 of the ---------------------------- Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the 25 23 other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this AgreementTransaction Documents, nor (2) the consummation of the Merger or any of the other transactions contemplated by this AgreementContemplated Transactions, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 2.26 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Electronics for Imaging Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure ScheduleLetter, neither neither: (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, Transaction Documents; nor (2) the consummation of the Merger or any of the other transactions contemplated by this AgreementAgreement or any Transaction Document, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as Assuming the receipt of the Consents set forth in Part 2.21 3.26 of the Company Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this AgreementMerger, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 2.22 of the Disclosure Schedule, neither (1a) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2b) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Agreement of Merger and Plan of Reorganization (Micronetics Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 Section 3.20 of the Disclosure Schedule, neither neither: (1) the execution, delivery or performance of this Agreement or any of the other agreements agreements, documents or instruments referred to in this Agreement, ; nor (2) the consummation of the Merger Share Purchase or any of the other transactions contemplated by this AgreementAgreement or any such other agreement, document or instrument, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Share Purchase Agreement (Trillium Therapeutics Inc.)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.22 of the Disclosure Schedule, neither neither: (1) the execution, delivery or performance of this Agreement or any of the other agreements agreements, documents or instruments referred to in this Agreement, Agreement (including each of the Transactional Documents); nor (2) the consummation of the Merger or any of the other transactions contemplated by this AgreementAgreement or any such other agreement, document or instrument, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Stock Purchase Agreement (Silicon Graphics International Corp)
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Company Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (MIGENIX Inc.)
Non-Contravention; Consents. Except as set forth disclosed in Part 2.21 4.4 of the Disclosure Schedule, neither (1) the execution, delivery or performance by the Parent or Merger Sub of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Asyst Technologies Inc /Ca/)
Non-Contravention; Consents. Except as set forth in Part 2.21 2.22 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements Contracts referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, Contemplated Transactions will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, to their Knowledge, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger Transactions or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth disclosed in Part 2.21 3.20 of the Disclosure Schedule, neither (1) the execution, delivery or performance by the Company of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Asyst Technologies Inc /Ca/)
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred documents or certificates to be executed, delivered or performed in connection with this AgreementAgreement by the Company or the Designated Stockholders, nor (2) the consummation of the Merger or any of the other transactions contemplated by this AgreementAgreement by the Company or the Designated Stockholders, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Escrow Agreement (Graphon Corp/De)
Non-Contravention; Consents. Except as set forth in Part 2.21 3.26 of the Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred to in this AgreementStockholder Agreements, nor (2) the consummation of the Offer, the Merger or any of the other transactions contemplated by this AgreementContemplated Transactions, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Synopsys Inc)
Non-Contravention; Consents. Except as set forth in Part 2.21 of the Company Disclosure Schedule, neither (1) the execution, delivery or performance of this Agreement or any of the other agreements referred listed as an exhibit to in this Agreement, nor (2) the consummation of the Merger or any of the other transactions contemplated by this Agreement, will directly or indirectly (with or without notice or lapse of time):
Appears in 1 contract
