NO CONFLICTS definition

NO CONFLICTS. Except as set forth on Schedule 4.13 to the AMDI Disclosure Letter, the execution, delivery and performance of this Agreement by each of AMDI and Merger Corp. and the consummation by each of AMDI and Merger Corp. of the transactions contemplated hereby will not conflict with or result in a breach or violation of any term or provision of, or (with or without notice or passage of time, or both) constitute a default under, any indenture, mortgage, deed of trust, trust (constructive and other), loan agreement or other agreement or instrument to which AMDI or Merger Corp. is a party or violate the provisions of any statute, or any order, rule or regulation of any governmental body or agency or instrumentality thereof, or any order, writ, injunction or decree of any court or any arbitrator, having jurisdiction over AMDI or Merger Corp. or the property of AMDI or Merger Corp.
Sample 1
NO CONFLICTS. Executive represents and warrants that she is not a party to any agreement or arrangement that would limit in any manner her ability to perform her duties for ACS.
Sample 1

Examples of NO CONFLICTS in a sentence

  • NO CONFLICTS OF INTEREST You confirm that you have fully disclosed to the Company, to the best of your knowledge, all circumstances under which you, your spouse, and other persons who reside in your household have or may have a conflict of interest with the Company.

  • THIS NOTE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF DELAWARE AND NO CONFLICTS OF LAW PRINCIPLES WILL APPLY TO THIS NOTE.

  • EXPLANATORY NOTE: TO SUBMIT A PRE-CLEARANCE REQUEST FOR SUBSEQUENT TRADE ACTIVITY IN A PRIVATE PLACEMENT, ACCESS PERSONS MUST COMPLETE THE AUTOMATED PRIVATE PLACEMENT PRE-CLEARANCE FORM WHICH WILL BE REVIEWED BY PERSONAL TRADING COMPLIANCE TO ENSURE THERE ARE NO CONFLICTS WITH ANY UNDERLYING CODE PROVISIONS INCLUDING THE SHORT-TERM TRADING RULE.

  • THIS NOTE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK AND NO CONFLICTS OF LAW PRINCIPLES WILL APPLY TO THIS NOTE.

  • You may manage your personal investments, as long as the management takes only minimal amounts of time and is consistent with the provisions of the NO CONFLICTS OF INTEREST Section and the NO COMPETITION Section in Exhibit A.

  • NO CONFLICTS Throughout the term of this Agreement the parties hereto agree that the type of services to be rendered hereunder by Consultant are not exclusive to PTC.

  • SECTION 4.1. ORGANIZATION SECTION 4.2. STATUS OF BORROWER SECTION 4.3. VALIDITY OF DOCUMENTS SECTION 4.4. NO CONFLICTS SECTION 4.5. LITIGATION SECTION 4.6. AGREEMENTS SECTION 4.7. SOLVENCY SECTION 4.8. FULL AND ACCURATE DISCLOSURE SECTION 4.9. NO PLAN ASSETS SECTION 4.10.

  • EXPLANATORY NOTE: TO SUBMIT A PRECLEARANCE REQUEST FOR SUBSEQUENT TRADE ACTIVITY IN A PRIVATE PLACEMENT, ACCESS PERSONS MUST COMPLETE THE AUTOMATED PRIVATE PLACEMENT PRECLEARANCE FORM WHICH WILL BE REVIEWED BY PERSONAL TRADING COMPLIANCE TO ENSURE THERE ARE NO CONFLICTS WITH ANY UNDERLYING CODE PROVISIONS INCLUDING THE SHORT-TERM TRADING RULE.

  • ENFORCEABLE AGREEMENTS 24 Section 5.4 NO CONFLICTS OR CONSENTS 25 Section 5.5 SEC DOCUMENTS; FINANCIAL STATEMENTS; LIABILITIES 25 Section 5.6 LEGALITY OF UNIFAB COMMON STOCK 26 Section 5.7 TAX MATTERS 26 Section 5.8 LITIGATION 28 Section 5.9 COMPLIANCE WITH LAW; PERMITS 28 Section 5.10 BROKER'S AND FINDER'S FEE 28 Section 5.11 DISCLOSURE 29 ARTICLE 5A.

  • GOVERNMENTAL APPROVALS; NO CONFLICTS........................................

Related to NO CONFLICTS

  • Conflict shall have the meaning set forth in Section 2.5.

  • to the Company’s knowledge means the actual knowledge after reasonable investigation of the Company’s officers and directors.

  • Extra Contractual Obligations shall be defined as those liabilities not covered under any other provision of this Contract and that arise from the handling of any claim on business covered hereunder, such liabilities arising because of, but not limited to, the following: failure by the Company to settle within the Policy limit, or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

  • Legal Matters In the opinion of Xxxxxx Xxxxxxx, General Counsel of Prospect Administration, administrator for Prospect Capital Corporation, a Maryland corporation (the “Company”), the certificates evidencing the Notes (the “Note Certificates”) constitute the valid and binding obligations of the Company, entitled to the benefits of the Indenture and enforceable against the Company in accordance with their terms under the laws of the State of New York subject to applicable bankruptcy, insolvency and similar laws affecting creditors’ rights generally, concepts of reasonableness and equitable principles of general applicability (including, without limitation, concepts of good faith, fair dealing and the lack of bad faith), provided that such counsel expresses no opinion as to the effect of fraudulent conveyance, fraudulent transfer or similar provision of applicable law on the conclusions expressed above. This opinion is given as of the date hereof and is limited to the law of the State of New York as in effect on the date hereof. In addition, this opinion is subject to the same assumptions and qualifications stated in the letter of Skadden, Arps, Slate, Xxxxxxx & Xxxx, LLP dated March 8, 2012, filed as Exhibit (l)(5) to the Company’s registration statement on Form N-2 (File No. 333-176637) and to the further assumptions that (i) the Note Certificates have been duly authorized by all requisite corporate action on the part of the Company and duly executed by the Company under Maryland law, and (ii) they were duly authenticated by the Trustee and issued and delivered by the Company against payment therefor in accordance with the terms of the Amended and Restated Selling Agent Agreement and the Indenture. Capitalized terms used in this paragraph without definition have the meanings ascribed to them in the accompanying prospectus supplement. Prospect Capital Corporation 00 Xxxx 00xx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 In the opinion of Xxxxxxx LLP, as Maryland counsel to the Company, (i) the execution and delivery by the Company of the Indenture, dated as of February 16, 2012, as supplemented through the One Hundred Ninety-Second Supplemental Indenture, between the Company and American Stock Transfer & Trust Company, the One Hundred Ninety-Third Supplemental Indenture, between the Company and American Stock Transfer & Trust Company, the One Hundred Ninety- Fourth Supplemental Indenture, between the Company and American Stock Transfer & Trust Company, the One Hundred Ninety-Fifth Supplemental Indenture, between the Company and American Stock Transfer & Trust Company, the One Hundred Ninety-Sixth Supplemental Indenture, between the Company and American Stock Transfer & Trust Company, and the global notes representing the Notes issued pursuant to each such Supplemental Indenture, and the performance by the Company of its obligations thereunder, have been duly authorized by the Company and (ii) the issuance of the Notes has been duly authorized by the Company. This opinion is given to the Company as of November 12, 2013 and is limited to the laws of the State of Maryland as in effect on November 12, 2013. In addition, this opinion is subject to the same assumptions, qualifications and limitations stated in the opinion letter to the Company of Xxxxxxx LLP, dated March 8, 2012, filed as Exhibit (l)(4) to the Company’s Registration Statement on Form N-2 (File No. 333- 176637). Capitalized terms used in this paragraph without definition have the meanings ascribed to them in the accompanying prospectus supplement. Very truly yours, /s/ Xxxxxxx LLP

  • Organizational Conflict of Interest means that because of other activities or relationships with other persons, a person is unable or potentially unable to render impartial assistance or advice to the Government, or the person's objectivity in performing the contract work is or might be otherwise impaired, or a person has an unfair competitive advantage. "Person" as used herein includes Corporations, Partnerships, Joint Ventures, and other business enterprises.

  • Contractual Obligation means, as to any Person, any provision of any security issued by such Person or of any agreement, instrument or other undertaking to which such Person is a party or by which it or any of its property is bound.

  • Conflicts of Interest Policy means our policy on potential conflicts of interest that may arise in providing our services and how we manage them.

  • Third Party Consents shall have the meaning set forth in Section 8.3.

  • Personal conflict of interest means a situation in which a covered employee has a financial interest, personal activity, or relationship that could impair the employee’s ability to act impartially and in the best interest of the Government when performing under the contract. (A de minimis interest that would not “impair the employee’s ability to act impartially and in the best interest of the Government” is not covered under this definition.)

  • Violations shall have the meaning assigned to such term in Section 6(a).

  • Parent’s Knowledge means the actual knowledge of those individuals identified in Section 1.1(b) of the Parent Disclosure Schedule.

  • Conflict of Interest Policy means the Company’s prevailing policy regarding conflicts of interest which is available at the website;

  • Conflicts of Interest means any activity which creates a conflict between Company and my personal interests, including, but not limited to: (i) owning a financial interest in any Person which does business with Company (except where such interest consists of ownership of securities in a publicly owned corporation); (ii) rendering services to any Person which does business with Company; (iii) accepting gifts (or more than token value), loans (other than from established financial institutions), excessive entertainment, or other substantial favors from any Person which does business or is seeking to do business with Company; (iv) representing the Company in any transaction in which I have a substantial interest; (v) using Confidential Information for personal gain; (vi) competing with Company, directly or indirectly, in the purchase or sale of property, products, or services; (vii) transacting personal business with any Person so as to cause such Person to believe he is dealing with Company rather than me as an individual; and (viii) rendering employment services to Company that may violate a prior contract between me and another Person or improperly using or disclosing trade secrets of another Person.

  • Company Governing Documents means the Company Bylaws and the Company Certificate.

  • State permit means an approval to conduct a land-disturbing activity issued by the State Board in the form of a state stormwater individual permit or coverage issued under a state general permit or an approval issued by the State Board for stormwater discharges from an MS4. Under these state permits, the Commonwealth imposes and enforces requirements pursuant to the federal Clean Water Act and regulations, the Virginia Stormwater Management Act and the Regulations.

  • Company’s Knowledge means the actual knowledge of the executive officers (as defined in Rule 405 under the 0000 Xxx) of the Company, after due inquiry.

  • Legal Adviser means the properly qualified person appointed by the Trust to provide legal advice.

  • Governmental Permit means any license, franchise, permit or other authorization of any Governmental Authority.

  • Legal Advisor means the officer responsible for providing legal advice to the Standards Committee. This may be the Monitoring Officer, another legally qualified officer of the authority, or someone appointed for this purpose from outside the authority.

  • Material Consents as defined in Section 7.3.

  • Buyer’s Knowledge means the actual knowledge of Xxxxxxx Xxxxxxxx, Xxxxxxx Xxxxx or Xxxxxxx Xxxxx.

  • Permits and Licenses means any approval, consent, license, permit, waiver, exception, variance or other authorization issued, granted, given, or otherwise made available by or under the authority of a government or governmental agency or under any applicable law, regulation, rule or order.

  • Governmental Permits has the meaning specified in Section 5.8.