No Default or Violation. Except as set forth in SCHEDULE 3.1(H) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate) (a) adversely affect the legality, validity or enforceability of this Agreement, (b) have a Material Adverse Effect or (c) adversely impair the Target Company's ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 5 contracts
Sources: Stock Purchase Agreement (Molecular Diagnostics Inc), Stock Purchase Agreement (Fastfunds Financial Corp), Stock Purchase Agreement (Molecular Diagnostics Inc)
No Default or Violation. Except as set forth in SCHEDULE 3.1(HSchedule 3.1(h) hereto, neither the Target Company nor any Subsidiary (i) is not in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts defaults or defaults violations as do not have a Material Adverse Effect, (ii) is not in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is not in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
) (ax) adversely affect the legality, validity or enforceability of this Agreement, (by) have a Material Adverse Effect or (cz) adversely impair the Target Company's ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 4 contracts
Sources: Convertible Debenture Purchase Agreement (Empire Energy Corp), Convertible Debenture Purchase Agreement (Reality Wireless Networks Inc), Convertible Debenture Purchase Agreement (Insite Vision Inc)
No Default or Violation. Except as set forth in SCHEDULE 3.1(HSchedule 3.1(i) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
(a) adversely affect the legality, validity or enforceability of this Agreement, (b) have a Material Adverse Effect or (c) adversely impair the Target Company's ’s ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 4 contracts
Sources: Restricted Equity Purchase Agreement (Indigo-Energy, Inc.), Securities Purchase Agreement (Iwt Tesoro Corp), Restricted Equity Purchase Agreement (Airbee Wireless, Inc.)
No Default or Violation. Except as set forth in SCHEDULE 3.1(HSchedule 3.1(h) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
) (ax) adversely affect the legality, validity or enforceability of this Agreement, (by) have a Material Adverse Effect or (cz) adversely impair the Target Company's ’s ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 3 contracts
Sources: Convertible Preferred Stock Purchase Agreement (O2diesel Corp), Convertible Preferred Stock Purchase Agreement (O2diesel Corp), Convertible Preferred Stock Purchase Agreement (Market Central Inc)
No Default or Violation. Except as set forth in SCHEDULE 3.1(H) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
) (ax) adversely affect the legality, validity or enforceability of this Agreement, (by) have a Material Adverse Effect or (cz) adversely impair the Target Company's ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 3 contracts
Sources: Convertible Debenture Purchase Agreement (Hy Tech Technology Group Ing), Convertible Debenture Purchase Agreement (Hy Tech Technology Group Ing), Convertible Debenture Purchase Agreement (Accord Advanced Technologies Inc)
No Default or Violation. Except as set forth in SCHEDULE 3.1(HSchedule 3.1(h) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
(a) adversely affect the legality, validity or enforceability of this Agreement, (b) have a Material Adverse Effect or (c) adversely impair the Target Company's ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 3 contracts
Sources: Stock Purchase Agreement (Directview Inc), Stock Purchase Agreement (Vital Living Inc), Stock Purchase Agreement (Imedia International Inc)
No Default or Violation. Except as set forth in SCHEDULE 3.1(HSchedule 3.1(h) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
) (aiv) adversely affect the legality, validity or enforceability of this Agreement, (bv) have a Material Adverse Effect or (cvi) adversely impair the Target Company's ability or obligation to fully perform fully on a timely basis its obligations under this AgreementAgreement on a timely basis.
Appears in 2 contracts
Sources: Stock Purchase Agreement (Startech Environmental Corp), Stock Purchase Agreement (Startech Environmental Corp)
No Default or Violation. Except as set forth in SCHEDULE 3.1(H3.1(h) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
) (ax) adversely affect the legality, validity or enforceability of this Agreement, (by) have a Material Adverse Effect or (cz) adversely impair the Target Company's ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 2 contracts
Sources: Convertible Debenture Purchase Agreement (Scores Holding Co Inc), Convertible Preferred Stock Purchase Agreement (Jill Kelly Productions Holding, Inc.)
No Default or Violation. Except as set forth in SCHEDULE 3.1(HSchedule 3.1(h) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation vio-lation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation regu-lation of any governmental authority which could (individually or in the aggregate)
) (aiv) adversely affect the legality, validity or enforceability of this AgreementAgree-ment, (b) v have a Material Adverse Effect or (cvi) adversely impair the Target Company's ’s ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 2 contracts
Sources: Stock Purchase and Subscription Agreement (IsoRay, Inc.), Stock Purchase and Subscription Agreement (IsoRay, Inc.)
No Default or Violation. Except as set forth in SCHEDULE 3.1(HSchedule 3.1(h) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts defaults or defaults violations as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
) (ax) adversely affect the legality, validity or enforceability of this Agreement, (by) have a Material Adverse Effect or (cz) adversely impair the Target Company's ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 2 contracts
Sources: Convertible Debenture Purchase Agreement (Michelex Corp), Convertible Debenture Purchase Agreement (Columbia Bakeries Inc)
No Default or Violation. Except as set forth in SCHEDULE 3.1(H) heretoSchedule 3.1(h), neither the Target Company nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
) (ax) adversely affect the legality, validity or enforceability of this Agreement, (by) have a Material Adverse Effect or (cz) adversely impair the Target Company's ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 2 contracts
Sources: Convertible Debenture Purchase Agreement (Surgilight Inc), Convertible Debenture Purchase Agreement (Surgilight Inc)
No Default or Violation. Except as set forth in SCHEDULE 3.1(HSchedule 3.1(h) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
) (aiv) adversely affect the legality, validity or enforceability of this Agreement, (b) v have a Material Adverse Effect or (cvi) adversely impair the Target Company's ’s ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 2 contracts
Sources: Stock Purchase and Subscription Agreement (Nano Chemical Systems Holdings, Inc.), Stock Purchase and Subscription Agreement (Nano Chemical Systems Holdings, Inc.)
No Default or Violation. Except as set forth in SCHEDULE 3.1(H) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts defaults or defaults violations as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
) (ax) adversely affect the legality, validity or enforceability of this Agreement, (by) have a Material Adverse Effect or (cz) adversely impair the Target Company's ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 1 contract
Sources: Convertible Debenture Purchase Agreement (Donobi Inc)
No Default or Violation. Except as set forth in SCHEDULE 3.1(H) heretoSchedule 3.1(h), neither either the Target Company nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
) (ax) adversely affect the legality, validity or enforceability of this Agreement, (by) have a Material Adverse Effect or (cz) adversely impair the Target Company's ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 1 contract
Sources: Series a Preferred Stock Purchase Agreement (Hertz Technology Group Inc)
No Default or Violation. Except as set forth in SCHEDULE 3.1(H) hereto3.1(h), neither either the Target Company nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
) (ax) adversely affect the legality, validity or enforceability of this Agreement, (by) have a Material Adverse Effect or (cz) adversely impair the Target Company's ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 1 contract
Sources: Series a Preferred Stock Purchase Agreement (Return Assured Inc)
No Default or Violation. Except as set forth in SCHEDULE 3.1(H) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
(a) adversely affect the legality, validity or enforceability of this Agreement, (b) have a Material Adverse Effect or (c) adversely impair the Target Company's ability or obligation to perform fully on a timely basis its obligations under this AgreementAgreement in any material way.
Appears in 1 contract
No Default or Violation. Except as set forth disclosed in SCHEDULE 3.1(H) heretothe Disclosure Documents, neither to the Target knowledge of the Company nor any Subsidiary and its subsidiary, there is no (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental bodybody relative to the Company, its business or assets, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation by the Company of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
) (ax) adversely affect the legality, validity or enforceability of this Agreement, (by) have a Material Adverse Effect or (cz) adversely impair the Target Company's ability or obligation to perform fully on a timely basis its obligations under this AgreementAgreement or any other Transaction Document.
Appears in 1 contract
No Default or Violation. Except as set forth in SCHEDULE 3.1(HSchedule 3.1(i) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
(a) adversely affect the legality, validity or enforceability of this Agreement, (b) have a Material Adverse Effect or (c) adversely impair the Target Company's ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 1 contract
Sources: Restricted Equity Purchase Agreement (Empire Minerals Corp)
No Default or Violation. Except as set forth in SCHEDULE 3.1(H) -------------------------- hereto, neither the Target Company nor any Subsidiary (i) is not in default under or in violation vio-lation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts defaults or defaults violations as do not have a Material Adverse Effect, (ii) is not in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is not in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
) (ax) adversely affect the legality, validity or enforceability of this Agreement, (by) have a Material Adverse Effect or (cz) adversely impair the Target Company's ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 1 contract
Sources: Convertible Debenture Purchase Agreement (Heritage Worldwide Inc)
No Default or Violation. Except as set forth in SCHEDULE 3.1(HSchedule 3.1(h) hereto, neither the Target Company IVCM nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
(a) adversely affect the legality, validity or enforceability of this Agreement, (b) have a Material Adverse Effect or (c) adversely impair the Target CompanyIVCM's ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 1 contract
No Default or Violation. Except as set forth in SCHEDULE 3.1(HSchedule 3.1(h) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
) (a) adversely affect the legality, validity or enforceability of this Agreement, (b) have a Material Adverse Effect or (c) adversely impair the Target Company's ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 1 contract
Sources: Convertible Preferred Stock Purchase Agreement (Aberdene Mines LTD)
No Default or Violation. Except as set forth in SCHEDULE 3.1(HSchedule 3.1(h) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation vio-lation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation regu-lation of any governmental authority which could (individually or in the aggregate)
) (ax) adversely affect the legality, validity or enforceability of this AgreementAgree-ment, (by) have a Material Adverse Effect Effect, or (cz) adversely impair the Target Company's ’s ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 1 contract
Sources: Convertible Redeemable Preferred Stock Purchase Agreement (Miscor Group, Ltd.)
No Default or Violation. Except as set forth in SCHEDULE 3.1(HSchedule 3.1(h) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation vio-lation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts defaults or defaults violations as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
) (ax) adversely affect the legality, validity or enforceability of this Agreement, (by) have a Material Adverse Effect or (cz) adversely impair the Target Company's ’s ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 1 contract
Sources: Convertible Debenture Purchase Agreement (Global It Holdings Inc)
No Default or Violation. Except as set forth in SCHEDULE 3.1(HSchedule 3.1(h) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
) (ax) adversely affect the legality, validity or enforceability of this Agreement, (by) have a Material Adverse Effect or (cz) adversely impair the Target Company's ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 1 contract
Sources: Stock Purchase Agreement (Internal Hydro International Inc)
No Default or Violation. Except as set forth in SCHEDULE 3.1(HSchedule 3.1(h) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts conflicts, violations or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
) (ax) adversely affect the legality, validity or enforceability of this AgreementAgreement, (by) have a Material Adverse Effect or (cz) adversely impair the Target Company's ’s ability or obligation to perform fully on a timely basis its obligations under this Agreement.. (i)
Appears in 1 contract
Sources: Stock Purchase Agreement (Material Technologies Inc /Ca/)
No Default or Violation. Except as set forth in SCHEDULE 3.1(HSchedule 3.1(h) hereto, neither the Target Company nor any Subsidiary (i) is in default under or in violation violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, (ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation regulation of any governmental authority which could (individually or in the aggregate)
) (a) adversely affect the legality, validity or enforceability of this AgreementAgreement, (b) have a Material Adverse Effect or (c) adversely impair the Target Company's ’s ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 1 contract
No Default or Violation. Except as set forth in SCHEDULE 3.1(HSchedule 3.1(h) hereto, neither the Target Company nor any Subsidiary Subsidiary
(i) is in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound, except such conflicts or defaults as do not have a Material Adverse Effect, ,
(ii) is in violation of any order of any court, arbitrator or governmental body, except for such violations as do not have a Material Adverse Effect, or (iii) is in violation of any statute, rule or regulation of any governmental authority which could (individually or in the aggregate)
(a) adversely affect the legality, validity or enforceability of this Agreement, (b) have a Material Adverse Effect or (c) adversely impair the Target Company's ability or obligation to perform fully on a timely basis its obligations under this Agreement.
Appears in 1 contract
Sources: Stock Purchase Agreement (Quintek Technologies Inc)