Common use of No Consents and Approvals Clause in Contracts

No Consents and Approvals. Except as set forth on Schedule 3.3, the execution and delivery of this Agreement by Purchaser does not, and (assuming satisfaction of the conditions set forth in Article 5) the performance of this Agreement by Purchaser and the consummation by Purchaser of the transactions contemplated hereby will not: (i) violate any provision of the organization documents of Purchaser; (ii) conflict with or violate any Law, judicial or administrative order, writ, award, judgment, injunction or decree to which Purchaser is subject; (iii) require Purchaser to make any filing with, obtain any permit, consent, license or approval of, or give any notice to, any Governmental Authority; (iv) result in any breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, or right to require repurchase, pursuant to, any material contract to which Purchaser is a party or by which any of its properties is bound or affected; or (v) result in the creation of any Lien on any of Purchaser’s assets (other than as contemplated by the Security Agreement), except, in the case of clauses (ii), (iii) and (iv) for such conflicts, violations, filings, permits, consents, licenses, approvals, notices, breaches or conflicts that would not (a) have a Material Adverse Effect or impair the validity or enforceability of this Agreement, any Closing Agreement or any Transferred Asset or (b) prohibit Purchaser from consummating the transactions contemplated by this Agreement or the Closing Agreements to which it is a party or performing its obligations hereunder or thereunder.

Appears in 1 contract

Sources: Asset Purchase Agreement (Firstcity Financial Corp)

No Consents and Approvals. Except as set forth on Schedule 3.32.3 (collectively, the “Required Consents”), and except for an application to the SBA which Seller and Purchaser will together prepare and file with the SBA, the execution and delivery of this Agreement by Purchaser Seller does not, and (assuming satisfaction of the conditions set forth in Article 5) the performance of this Agreement and the Closing Agreements by Purchaser Seller and the consummation by Purchaser Seller of the transactions contemplated hereby will not: (i) violate any provision of the certificate of incorporation or bylaws (or any comparable organization documents document) of PurchaserSeller; (ii) conflict with or violate any Law, judicial or administrative order, writ, award, judgment, injunction or decree to which Purchaser Seller is subject; (iii) require Purchaser Seller to make any filing with, obtain any permit, consent, license or approval of, or give any notice to, any Governmental Authority; (iv) result in any breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, or right to require repurchase, pursuant to, any material contract to which Purchaser Seller is a party or by which any of its properties is bound or affected; or (v) result in the creation of any Lien on any of Purchaser’s assets (other than as contemplated by the Security Agreement)Transferred Assets, except, in the case of clauses (ii), (iii) ), and (iv) for such conflicts, violations, filings, permits, consents, licenses, approvals, notices, breaches or conflicts that would not (a) have a Material Adverse Effect or impair the validity or enforceability of this Agreement, any Closing Agreement or any Transferred Asset or (b) prohibit Purchaser Seller from consummating the transactions contemplated by this Agreement or the Closing Agreements to which it is a party or performing its obligations hereunder or thereunder. Failure of Seller, after making good faith efforts, to obtain consents of the SBA, the Trust), the back-up Servicer (▇▇▇▇▇ Fargo Bank), and the Indenture Trustee (also, ▇▇▇▇▇ Fargo Bank) or any other unrelated third party, shall not be breach of Seller’s obligations under this Agreement; although the absence of those consents may result in the failure to satisfy a condition to Closing.

Appears in 1 contract

Sources: Asset Purchase Agreement (Patriot National Bancorp Inc)

No Consents and Approvals. Except as set forth on Schedule 3.32.3 (collectively, the “Required Consents”), the execution and delivery of this Agreement by Purchaser Sellers does not, and (assuming satisfaction of the conditions set forth in Article 5) the performance of this Agreement by Purchaser Sellers and the consummation by Purchaser Sellers of the transactions contemplated hereby will not: (i) violate any provision of the certificate of incorporation or bylaws (or any comparable organization documents document) of PurchaserSellers; (ii) conflict with or violate any Law, judicial or administrative order, writ, award, judgment, injunction or decree to which Purchaser any Seller is subject; (iii) require Purchaser Sellers to make any filing with, obtain any permit, consent, license or approval of, or give any notice to, any Governmental Authority; (iv) result in any breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, or right to require repurchase, pursuant to, any material contract to which Purchaser any Seller is a party or by which any of its properties is bound or affected; or (v) result in the creation of any Lien on any of Purchaser’s assets the Transferred Assets (other than as the Lien contemplated by the Security Agreement), except, in the case of clauses (ii), (iii) ), and (iv) for such conflicts, violations, filings, permits, consents, licenses, approvals, notices, breaches or conflicts that would not (a) have a Material Adverse Effect or impair the validity or enforceability of this Agreement, any Closing Agreement or any Transferred Asset or (b) prohibit Purchaser any Seller from consummating the transactions contemplated by this Agreement or the Closing Agreements to which it is a party or performing its obligations hereunder or thereunder.

Appears in 1 contract

Sources: Asset Purchase Agreement (Firstcity Financial Corp)

No Consents and Approvals. Except as set forth on Schedule 3.3for any approval of the Comptroller of the Currency or Federal Reserve System or resolution of any objection of either of them to consummation by Purchaser of the transactions contemplated hereby, the execution and delivery of this Agreement by Purchaser does not, and (assuming satisfaction of the conditions set forth in Article 5) the performance of this Agreement by Purchaser and the consummation by Purchaser of the transactions contemplated hereby will not: (i) violate any provision of the organization documents of Purchaser; (ii) conflict with or violate any Law, judicial or administrative order, writ, award, judgment, injunction or decree to which Purchaser is subject; (iii) require Purchaser to make any filing with, obtain any permit, consent, license or approval of, or give any notice to, any Governmental AuthorityAuthority except for the SBA; (iv) result in any breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, or right to require repurchase, pursuant to, any material contract to which Purchaser is a party or by which any of its properties is bound or affected; or (v) result in the creation of any Lien on any of Purchaser’s assets (other than as contemplated by the Security Agreement)assets, except, in the case of clauses (ii), (iii) and (iv) for such conflicts, violations, filings, permits, consents, licenses, approvals, notices, breaches or conflicts that would not (a) have a Material Adverse Effect or impair the validity or enforceability of this Agreement, any Closing Agreement or any Transferred Asset or (b) prohibit Purchaser from consummating the transactions contemplated by this Agreement or the Closing Agreements to which it is a party or performing its obligations hereunder or thereunder.

Appears in 1 contract

Sources: Asset Purchase Agreement (Patriot National Bancorp Inc)