Common use of Non-Contravention of Existing Instruments Clause in Contracts

Non-Contravention of Existing Instruments. Neither the issue and sale of the Shares nor the consummation of any other of the transactions herein contemplated nor the fulfillment of the terms hereof will conflict with, result in a breach or violation of, or imposition of any lien, charge or encumbrance upon any property or assets of the Company or any of its subsidiaries pursuant to, (i) the Articles of Association of the Company or any of its subsidiaries, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which the Company or any of its subsidiaries is a party or bound or to which its or their property is subject, or (iii) any statute, law, rule, regulation, judgment, order or decree applicable to the Company or any of its subsidiaries of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or any of its subsidiaries or any of its or their properties, except in the cases of clauses (ii) and (iii) for such conflict, breach, violation or imposition as would not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Open Market Sale (CRISPR Therapeutics AG), CRISPR Therapeutics AG

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Non-Contravention of Existing Instruments. Neither the issue and sale of the Placement Shares nor the consummation of any other of the transactions herein contemplated nor the fulfillment of the terms hereof will conflict with, result in a breach or violation of, or imposition of any lien, charge or encumbrance upon any property or assets of the Company or any of its subsidiaries pursuant to, (i) the Articles of Association charter or by-laws of the Company or any of its subsidiaries, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which the Company or any of its subsidiaries is a party or bound or to which its or their property is subject, or (iii) any statute, law, rule, regulation, judgment, order or decree applicable to the Company or any of its subsidiaries of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or any of its subsidiaries or any of its or their properties, except in the cases case of clauses (ii) and (iii) for such conflict, breach, violation or imposition as would not reasonably be expected to have a Material Adverse EffectEffect or an adverse effect on the consummation of the transactions contemplated hereby.

Appears in 2 contracts

Samples: Sales Agreement (Dermira, Inc.), Sales Agreement (Dermira, Inc.)

Non-Contravention of Existing Instruments. Neither the issue and sale of the Shares nor the consummation of any other of the transactions herein contemplated nor the fulfillment of the terms hereof will conflict with, result in a breach or violation of, or imposition of any lien, charge or encumbrance upon any property or assets of the Company or any of its subsidiaries pursuant to, (i) the Articles of Association charter or by-laws or similar organizational documents of the Company or any of its subsidiaries, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which the Company or any of its subsidiaries is a party or bound or to which its or their property is subject, or (iii) any statute, law, rule, regulation, judgment, order or decree applicable to the Company or any of its subsidiaries of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or any of its subsidiaries or any of its or their properties, except in the cases case of clauses (ii) and (iii) for such conflict, breach, violation or imposition as would not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Open Market Sale Agreement (Decibel Therapeutics, Inc.)

Non-Contravention of Existing Instruments. Neither the issue and sale of the Shares nor the consummation of any other of the transactions herein contemplated nor the fulfillment of the terms hereof will conflict with, result in a breach or violation of, or imposition of any lien, charge or encumbrance upon any property or assets of the Company or any of its subsidiaries pursuant to, (i) the Articles of Association charter or by-laws of the Company or any of its subsidiaries, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which the Company or any of its subsidiaries is a party or bound or to which its or their property is subject, or (iii) any statute, law, rule, regulation, judgment, order or decree applicable to the Company or any of its subsidiaries of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or any of its subsidiaries or any of its or their properties, except in the cases case of clauses (ii) and (iii) for any such conflict, breach, violation or imposition as would not reasonably be expected expected, individually or in the aggregate, to have result in a Material Adverse Effect.

Appears in 1 contract

Samples: Sensei Biotherapeutics, Inc.

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Non-Contravention of Existing Instruments. Neither the issue and sale None of the Shares nor Partnership Entities is (A) in violation of its charter, bylaws or similar organizational document, (B) in default in the consummation performance or observance of any other of the transactions herein contemplated nor the fulfillment of the terms hereof will conflict withobligation, result agreement, covenant or condition contained in a breach or violation of, or imposition of any lien, charge or encumbrance upon any property or assets of the Company or any of its subsidiaries pursuant to, (i) the Articles of Association of the Company or any of its subsidiaries, (ii) the terms of any indenture, contract, leaseindenture, mortgage, deed of trust, note loan or credit agreement, loan agreement note, lease or other agreement, obligation, condition, covenant agreement or instrument to which the Company or any of its subsidiaries the Partnership Entities is a party or by which it or any of them may be bound or to which its any of the properties or their property assets of any of the Partnership Entities is subjectsubject (collectively, “Agreements and Instruments”), except for such defaults that would not, singly or in the aggregate, reasonably be expected to result in a Material Adverse Change, or (iiiC) in violation of any law, statute, law, rule, regulation, judgment, order order, writ or decree applicable to the Company or any of its subsidiaries of any arbitrator, court, governmental body, regulatory body, administrative agency, governmental body, arbitrator agency or other authority authority, body or agency having jurisdiction over the Company Partnership Entities or any of its subsidiaries or any of its or their respective properties, assets or operations (each, a “Governmental Entity”), except for such violations that would not, singly or in the cases of clauses (ii) and (iii) for such conflictaggregate, breach, violation or imposition as would not reasonably be expected to have result in a Material Adverse Effect.Change. The execution, delivery and performance of this

Appears in 1 contract

Samples: Purchase Agreement (CNX Midstream Partners LP)

Non-Contravention of Existing Instruments. Neither the issue and sale of the Shares nor the consummation of any other of the transactions herein contemplated nor the fulfillment of the terms hereof will conflict with, result in a breach or violation of, or imposition of any lien, charge or encumbrance upon any property or assets of the Company or any of its subsidiaries pursuant to, (i) the Articles of Association charter or bylaws of the Company or any of its subsidiaries, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which the Company or any of its subsidiaries is a party or bound or to which its or their property is subject, subject or (iii) any statute, law, rule, regulation, judgment, order or decree applicable to the Company or any of its subsidiaries of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or any of its subsidiaries or any of its or their properties, except in the cases of clauses (ii) and (iii) for such conflict, breach, violation or imposition as would not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Underwriting Agreement (Egain Communications Corp)

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