Common use of No Violation or Default Clause in Contracts

No Violation or Default. None of the Company or any of the Significant Subsidiaries is (i) in violation of any provision of its charter or bylaws or comparable constituting documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of 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 it is a party or bound or to which its property is subject; or (iii) in violation of any statute, law, rule, regulation, judgment, order or decree applicable to the Company or any of the Significant Subsidiaries of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except for, in the case of clauses (ii) and (iii), such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 3 contracts

Sources: Underwriting Agreement (Fidelity National Financial, Inc.), Underwriting Agreement (F&G Annuities & Life, Inc.), Underwriting Agreement (F&G Annuities & Life, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant its Subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound or to which any of the property or assets of the Company or of any of its property Subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of each of clauses (ii) and (iii)) above, for any such violation or default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Sources: Placement Agency Agreement (Apex Silver Mines LTD), Placement Agency Agreement (Apex Silver Mines LTD), Placement Agency Agreement (Kadant Inc)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property or asset of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority governmental or regulatory authority, having jurisdiction over the Company or such Significant Subsidiary or any of its propertiesCompany, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Sources: Equity Distribution Agreement (Nurix Therapeutics, Inc.), Underwriting Agreement (Day One Biopharmaceuticals, Inc.), Equity Distribution Agreement (Day One Biopharmaceuticals, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its significant subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its significant subsidiaries is a party or by which the Company or any of its significant subsidiaries is bound or to which any property or asset of the Company or any of its property significant subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect.

Appears in 3 contracts

Sources: Underwriting Agreement (Horace Mann Educators Corp /De/), Underwriting Agreement (Horace Mann Educators Corp /De/), Underwriting Agreement (Horace Mann Educators Corp /De/)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property or asset of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, applicable law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company it or such Significant Subsidiary its property or any of its propertiesassets, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Sources: Underwriting Agreement (ProFrac Holding Corp.), Underwriting Agreement (ProFrac Holding Corp.), Underwriting Agreement (ProFrac Holding Corp.)

No Violation or Default. None of Neither the Company or nor any of the Significant its Subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound or to which any of the property or assets of the Company or any of its property is Subsidiaries are subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of each of clauses (ii) and (iii)) above, for any such violation or default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Sources: Sales Agreement (CytomX Therapeutics, Inc.), Sales Agreement (Relypsa Inc), Sales Agreement (Relypsa Inc)

No Violation or Default. None of Neither the Company or nor any of the Significant its Subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents, as applicable; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound or to which any of the property or assets of the Company or any of its property Subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 3 contracts

Sources: Underwriting Agreement (Tyme Technologies, Inc.), Underwriting Agreement (Tyme Technologies, Inc.), Equity Distribution Agreement (Tyme Technologies, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant its Subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound or to which any of the property or assets of the Company or any of its property Subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Sangamo Therapeutics, Inc), Purchase Agreement (Deluxe Corp), Purchase Agreement (Deluxe Corp)

No Violation or Default. None of Neither the Company or nor any of its significant subsidiaries, as defined in Rule 1-02(w) of Regulation S-X under the Exchange Act (each, a “Significant Subsidiaries Subsidiary”) is (i) in violation of any provision of its respective charter or bylaws or comparable constituting similar organizational documents, as the case may be; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property or asset of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree regulation applicable to the Company or any of the Significant Subsidiaries subsidiary of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiessubsidiary, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (Gaming & Leisure Properties, Inc.), Underwriting Agreement (Gaming & Leisure Properties, Inc.)

No Violation or Default. None of the Company or Company, the Issuers, the Guarantors nor any of the Significant Subsidiaries their respective subsidiaries is (i) in violation of any provision of its charter or bylaws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company, the Issuers, the Guarantors or any of their respective subsidiaries is a party or by which the Company, the Issuers, the Guarantors or any of their respective subsidiaries is bound or to which its any property or asset of any of them is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Purchase Agreement, Purchase Agreement

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries, is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiesCompany, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (Spark Therapeutics, Inc.), Underwriting Agreement (Spark Therapeutics, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision its articles of its charter association or bylaws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property or asset of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiessubsidiaries, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (InflaRx N.V.), Underwriting Agreement (Fireman B.V.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree regulation of any court or arbitrator or governmental or regulatory authority applicable to the Company or any of the Significant Subsidiaries of any courtits subsidiaries, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (Myriad Genetics Inc), Underwriting Agreement (Myriad Genetics Inc)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by laws or comparable constituting similar organizational documents; (ii) in default, and to the knowledge of the Company, no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, court or arbitrator of governmental or regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiesassets, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation violation, that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (Acushnet Holdings Corp.), Underwriting Agreement (Acushnet Holdings Corp.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of each of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (Green Dot Corp), Underwriting Agreement (Green Dot Corp)

No Violation or Default. None of Neither the Company or nor any of the Significant its Subsidiaries is (i) in violation of any provision of its charter or bylaws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant, or condition contained in any indenture, contract, lease, mortgage, deed of trust, note loan agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound or to which any of the property or assets of the Company or any of its property Subsidiaries is subject; or (iii) in violation of any statutelaw or statute or any judgment, laworder, rule, regulation, judgment, order or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, arbitrator, or governmental or regulatory bodyauthority, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (Lone Pine Resources Inc.), Underwriting Agreement (Lone Pine Resources Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision its articles or memorandum of its association, charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (Stratasys Ltd.), Underwriting Agreement (Objet LTD)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property or asset of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, judgment, order law or decree statute applicable to the Company or any of the Significant Subsidiaries judgment, order, rule or regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiesCompany, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Sales Agreement (iTeos Therapeutics, Inc.), Underwriting Agreement (iTeos Therapeutics, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant its Subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, default and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound or to which any of the property or assets of the Company or any of its property Subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (SPX Corp), Underwriting Agreement (SPX Corp)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision or default of its charter respective articles of association, charter, by-laws or bylaws or comparable constituting similar organizational documents; (ii) in breach of or otherwise in default, and no event has occurred thatwhich, with notice or lapse of time or both, would constitute such a default, in the due performance default or observance of the terms breach of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company is a party or by which the Company is bound or to which its any of the property or assets of the Company is subject; or (iii) in violation breach of or otherwise in default, and no event has occurred which, with notice or lapse of time or both, would constitute such a default or breach of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any courtGovernmental Authority, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such violation or default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (Innocoll AG), Underwriting Agreement (Innocoll Holdings PLC)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter charter, by-laws or bylaws or comparable constituting documents; similar organizational document, (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any indentureobligation, agreement, covenant or condition contained in any 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 it the Company or any of its subsidiaries is a party or by which it or any of them may be bound or to which its property any of the properties or assets of the Company or any subsidiary is subject; subject (collectively, “Agreements and Instruments”), or (iii) in violation of any applicable law, statute, law, rule, regulation, judgment, order order, writ or decree applicable to the Company or any of the Significant 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 or such Significant Subsidiary any of its subsidiaries or any of its their respective properties, as applicableassets or operations (each, except fora “Governmental Entity”), except, in the case of clauses (ii) and (iii), for such default defaults or violation violations that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (Eagle Materials Inc), Underwriting Agreement (Eagle Materials Inc)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the properties or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, applicable law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, arbitrator or other governmental or regulatory authority having jurisdiction over the Company it or such Significant Subsidiary its property or any of its propertiesassets, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (Nine Energy Service, Inc.), Underwriting Agreement (Nine Energy Service, Inc.)

No Violation or Default. None of To the Company’s knowledge, neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property or asset of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, judgment, order law or decree statute applicable to the Company or any of the Significant Subsidiaries subsidiary or any judgment, order, rule or regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiessubsidiaries, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would notnot reasonably be expected to, individually or in the aggregate, have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (Global Ship Lease, Inc.), Underwriting Agreement (Global Ship Lease, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and and, to the knowledge of the Company, no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, applicable law or statute or any applicable judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would notcould not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Purchase Agreement (Newpark Resources Inc), Underwriting Agreement (Newpark Resources Inc)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries is its subsidiaries is: (i) in violation of any provision its articles of its charter association, by-laws or bylaws or comparable constituting similar organizational documents; (ii) except as disclosed in the Registration Statement, the Pricing Disclosure Package and the Final Prospectus, in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant, condition or other obligation contained in any indenture, contract, lease, mortgage, deed of trust, note loan agreement, loan agreement contract, undertaking or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right or asset of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, judgment, order law or decree statute applicable to the Company or any of the Significant Subsidiaries its subsidiaries or any judgment, order, rule or regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary any of its subsidiaries, or any of its propertiestheir respective properties or assets, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (JP Outfitters, Inc.), Underwriting Agreement (JP Outfitters, Inc.)

No Violation or Default. None of Neither the Company or Issuer nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Issuer or any of its subsidiaries is a party or by which the Issuer or any of its subsidiaries is bound or to which any property or asset of the Issuer or any of its property subsidiaries is subjectsubject (including, without limitation, the Base Indenture and the Existing Securities); or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Purchase Agreement, Purchase Agreement (Builders FirstSource, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision its Certificate of its charter Incorporation or bylaws By-Laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Series C 1 Preferred Stock Purchase Agreement (Omneon Video Networks, Inc.), Common Stock Purchase Agreement (Omneon Video Networks, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision its Second Amended and Restated Certificate of its charter Incorporation or bylaws Second Amended and Restated Bylaws (or comparable constituting documents; analogous governing instrument, as applicable), (ii) in defaultdefault in any respect, and no event has occurred thatwhich, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note loan agreement, loan agreement lease or other agreement, obligation, condition, covenant agreement or instrument to which it is a party or by which it is bound or to which any of its property or assets is subject; subject or (iii) in violation in any respect of any statute, law, ordinance, governmental rule, regulationregulation or court order, judgmentdecree or judgment to which it or its property or assets may be subject, order or decree applicable to the Company or any of the Significant Subsidiaries of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such violation or default or violation that would notcould not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Sales Agreement (ETHZilla Corp), Sales Agreement (180 Life Sciences Corp.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision its articles of its charter association or bylaws or comparable constituting similar organizational documents; , (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property or asset of the Company or any of its property subsidiaries is subject; , or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiessubsidiaries, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (InflaRx N.V.), Underwriting Agreement (InflaRx N.V.)

No Violation or Default. None of Neither the Company or nor any of the Significant its Subsidiaries is (i) in violation of any provision its certificate of its charter incorporation or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its Subsidiaries is bound or to which any of the property or assets of the Company or any of its property Subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually individually, or in the aggregate, have a Material Adverse Effect.

Appears in 2 contracts

Sources: Company Stock Purchase Agreement (Tracinda Corp), Company Stock Purchase Agreement (Delta Petroleum Corp/Co)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries Group Entities is (i) in violation of any provision its memorandum and articles of its charter association, charter, by-laws, business license or bylaws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of the Group Entities is a party or by which the Company or any of the Group Entities is bound or to which its any of the property or assets of the Company or any of the Group Entities is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (NetQin Mobile Inc.), Underwriting Agreement (Ambow Education Holding Ltd.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision its certificate of its charter incorporation or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property or asset of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, applicable law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiessubsidiary, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (Kodiak Sciences Inc.), Underwriting Agreement (Kodiak Sciences Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant its Material Subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Material Subsidiaries is a party or by which the Company or any of its Material Subsidiaries is bound or to which any of the property or assets of the Company or any of its property Material Subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default, prospective default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (Take Two Interactive Software Inc), Underwriting Agreement (Take Two Interactive Software Inc)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of the Subsidiaries is a party or by which the Company or any of the Subsidiaries is bound or to which its any of the property or assets of the Company or any of the Subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (Gold Reserve Inc), Underwriting Agreement (Gold Reserve Inc)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contractmortgage, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory bodycourt or arbitrator, administrative agencyagency or governmental or regulatory authority, governmental body, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Underwriting Agreement (Clearwire Corp /DE), Sales Agreement (Clearwire Corp /DE)

No Violation or Default. None of Neither the Company or Issuer nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Issuer or any of its subsidiaries is a party or by which the Issuer or any of its subsidiaries is bound or to which any property or asset of the Issuer or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Sources: Purchase Agreement (Builders FirstSource, Inc.), Purchase Agreement (Builders FirstSource, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is in (i) in violation of any provision its certificate of its charter or formation, certificate of incorporation, limited liability company agreement, bylaws or comparable constituting other equivalent organizational documents; , (ii) in default, and no breach or default (or an event has occurred thatwhich, with notice or lapse of time or both, would constitute such a default, an event) in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note loan agreement, loan agreement lease or other agreement, obligation, condition, covenant agreement or instrument to which it is a party or by which it or any of its properties may be bound or to which its property is subject; or (iii) in violation of any statute, law, rule, regulation, judgment, order or decree applicable to the Company statute or any of the Significant Subsidiaries order, rule or regulation of any court, regulatory body, administrative agency, court or governmental body, arbitrator agency or other authority body having jurisdiction over the Company or such Significant Subsidiary any of its subsidiaries or any of its properties, as applicabletheir properties and assets, except for, in the case of with respect to clauses (ii) and (iii), any such violation, breach or default that has not had, or violation that would notnot reasonably be expected to, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Exchange Agreement (Callon Petroleum Co)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse EffectEffect and, except, in the case of clause (iii), as disclosed in the Pricing Disclosure Package.

Appears in 1 contract

Sources: Underwriting Agreement (Wix.com Ltd.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision its memorandum of its association, articles of association, charter or bylaws by-laws (or comparable constituting documents; analogous governing instrument, as applicable), (ii) in default, and no event has occurred thatwhich, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note loan agreement, loan agreement lease or other agreement, obligation, condition, covenant agreement or instrument to which it is a party or by which it is bound or to which any of its property or assets is subject; subject or (iii) in violation in any respect of any statute, law, ordinance, governmental rule, regulationregulation or court order, judgment, order decree or decree applicable judgment to the Company which it or any of the Significant Subsidiaries of any court, regulatory body, administrative agency, governmental body, arbitrator its property or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forassets may be subject except, in the case of clauses (i) (solely with respect to the Company’s subsidiaries), (ii) and (iii)) above, for any such violation or default or violation that would not, individually singularly or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Allot Ltd.)

No Violation or Default. None of Neither the Company or nor any of the Significant its Subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound or to which any property, right or asset of the Company or any of its property Subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Rli Corp)

No Violation or Default. None of Neither the Company or nor any of the Significant Designated Subsidiaries is (i) in violation of any provision of its respective charter or bylaws by-laws or comparable constituting other organizational documents; , (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any Designated Subsidiary of the Company is a party or by which the Company or any Designated Subsidiary of the Company is bound or to which its property any property, right or asset of the Company or any Designated Subsidiary of the Company is subject; , or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its properties, as applicableregulatory authority, except for, for such defaults and violations in the case of these clauses (ii) and (iii), such default or violation ) that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (United States Steel Corp)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, applicable law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have have, and would not reasonably be expected to have, a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Lender Processing Services, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree regulation of any court or arbitrator or governmental or regulatory authority, in each case applicable to the Company or any of the Significant Subsidiaries of any courtCompany, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Bioform Medical Inc)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries is its subsidiaries is: (i) in violation of any provision its articles of its charter incorporation, by-laws or bylaws or comparable constituting similar organizational documents; (ii) except as disclosed in the Registration Statement, the Pricing Disclosure Package and the Final Prospectus, in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant, condition or other obligation contained in any indenture, contract, lease, mortgage, deed of trust, note loan agreement, loan agreement contract, undertaking or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right or asset of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, judgment, order law or decree statute applicable to the Company or any of the Significant Subsidiaries its subsidiaries or any judgment, order, rule or regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary any of its subsidiaries, or any of its propertiestheir respective properties or assets, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Impact Biomedical Inc.)

No Violation or Default. None of Neither the Company or Parent nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar constitutional or organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Parent or any of its subsidiaries is a party or by which the Parent or any of its subsidiaries is bound or to which any of the property or assets of the Parent or any of its property subsidiaries is subject; or (iii) to the Company’s and each Guarantor’s knowledge, in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its properties, as applicableregulatory authority, except for, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Purchase Agreement (Hanesbrands Inc.)

No Violation or Default. None of Neither the Company or any of the Significant Subsidiaries nor its subsidiary is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or its subsidiary is a party or by which the Company or its subsidiary is bound or to which any of the property or assets of the Company or its property subsidiary is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any courtcourt or arbitrator or governmental authority, regulatory bodyauthority or self-regulatory organization (including the OTC Markets Group (the “OTCMG”)), administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Placement Agency Agreement (Prime Meridian Holding Co)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company, or any of its subsidiaries is a party or by which the Company, or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) except with respect to matters pertaining to the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 which is expressly covered in clause (oo) below, in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Purchase Agreement (Tower Automotive Inc)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision or default of its charter respective articles of association, charter, by-laws or bylaws or comparable constituting similar organizational documents; (ii) in breach of or otherwise in default, and no event has occurred thatwhich, with notice or lapse of time or both, would constitute such a default, in the due performance default or observance of the terms breach of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company is a party or by which the Company is bound or to which its any of the property or assets of the Company is subject; or (iii) breach of or otherwise in violation default, and no event has occurred which, with notice or lapse of time or both, would constitute such a default or breach of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any courtGovernmental Authority, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such violation or default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Innocoll GmbH)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries is its subsidiaries is: (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order Order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would notnot reasonably be expected to have, individually or in the aggregate, have a Material Adverse EffectEffect or was caused by the commencement of the Chapter 11 Cases.

Appears in 1 contract

Sources: Plan Support Agreement (Diamond Offshore Drilling, Inc.)

No Violation or Default. None of Neither the Company or any of the Significant Subsidiaries nor its subsidiary is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or its subsidiary is a party or by which the Company or its subsidiary is bound or to which any of the property or assets of the Company or its property subsidiary is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary and its subsidiary or any of its their respective properties, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Seattle Genetics Inc /Wa)

No Violation or Default. None of Neither the Company or nor any of the Significant its Subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound or to which any property or asset of the Company or any of its property Subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Securities Purchase Agreement (Frequency Therapeutics, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant its Subsidiaries is (i) in violation of any provision of its charter or bylaws by‑laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound or to which any of the property or assets of the Company or any of its property is Subsidiaries are subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any courtGovernmental Authority, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forexcept, in the case of each of clauses (ii) and (iii)) above, for any such violation or default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Sales Agreement (vTv Therapeutics Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries Guarantors is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note loan agreement, loan agreement lease or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Trinity Industries Inc)

No Violation or Default. None of Neither the Company or nor any of the Significant its Subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws, in each case as currently in effect, or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound or to which any of the property or assets of the Company or any of its property is Subsidiaries are subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any courtGovernmental Authority, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forexcept, in the case of each of clauses (ii) and (iii)) above, for any such violation or default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Sales Agreement (Intuitive Machines, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note loan agreement, loan agreement lease or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right or asset of the Company or any of its property subsidiaries s is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (iii) and (iii)) of this sentence, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Purchase Agreement (Gartner Inc)

No Violation or Default. None of the Company or any of the Significant Subsidiaries is its subsidiaries are (i) in violation of any provision of its charter their respective charters or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it is the Company or any of its subsidiaries are a party or by which the Company or any of its subsidiaries are bound or to which any property or asset of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree regulation applicable to the Company or any of the Significant Subsidiaries its subsidiaries of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiessubsidiaries, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Purchase Agreement (Option Care Health, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision its articles of its association, charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or and any of its propertiessubsidiaries, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Patheon N.V.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a defaultdefault by the Company or any of its subsidiaries, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would notnot reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (ECPM Holdings, LLC)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its significant subsidiaries (as such term is (idefined in Rule 1-02 under Regulation S-X) is in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; each other subsidiary of the Company is in compliance in all material respects with its charter or by-laws or similar organizational documents; and neither the Company nor any of its subsidiaries is (iii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property or asset of the Company or any of its property subsidiaries is subject; or (iiiii) in violation of any statute, law, rule, regulation, applicable law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiessubsidiaries, as applicable, except forexcept, in the case of clauses (iii) and (iii)ii) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Purchase Agreement (Knowles Corp)

No Violation or Default. None of Neither the Company or nor any of the Significant its Subsidiaries is (i) in violation of any provision its declaration of its charter trust, certificate of formation, charter, by-laws, partnership agreement, limited liability company agreement or bylaws or comparable constituting documentsother similar organizational document, as the case may be; (ii) except as described in the Registration Statement, in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound or to which any of the property or assets of the Company or any of its property Subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Equity Distribution Agreement (RPT Realty)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in defaultdefault or non-compliance in any material respect, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Southeast Airport Group)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its significant subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its significant subsidiaries is a party or by which the Company or any of its significant subsidiaries is bound or to which any property, right or asset of the Company or any of its property significant subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would notnot reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (RGC Resources Inc)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of and its propertiessubsidiaries, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (CBS Outdoor Americas Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, applicable law, rule, statute administrative regulation, ordinance or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (HeartWare International, Inc.)

No Violation or Default. None of Neither the Company or any of the Significant Subsidiaries nor its subsidiary is (i) in violation of any provision its articles of its charter association, certificate of incorporation or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or its subsidiary is a party or by which the Company or its subsidiary is bound or to which any property or asset of the Company or its property subsidiary is subject; or (iii) in violation of any statute, law, rule, regulation, judgment, order law or decree statute applicable to the Company or any of the Significant Subsidiaries judgment, order, rule or regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiessubsidiary, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (LAVA Therapeutics BV)

No Violation or Default. None of AMI, the Company or any of the Significant Subsidiaries Company’s subsidiaries is (i) in violation of any provision of its charter limited liability company agreement, operating agreement, charter, by-laws or bylaws or comparable constituting similar organizational documents; , as applicable, (ii) except as described in or expressly contemplated by the Time of Sale Information and the Offering Memorandum, in default, and no event has occurred thatwhich, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it is a party or by which it is bound or to which any of its property or assets is subject; subject or (iii) in violation of any statute, law, ordinance, governmental rule, regulationregulation or court decree to which it or its property or assets may be subject, judgment, order or decree applicable to the Company or any of the Significant Subsidiaries of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forexcept, in the case of clauses (ii) and (iii), for any such violation or default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Purchase Agreement (American Media Operations Inc)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which its any of the property or assets of the Company is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority governmental or regulatory authority, having jurisdiction over the Company or such Significant Subsidiary or any of its propertiessubsidiaries, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Open Market Sale Agreement (Oric Pharmaceuticals, Inc.)

No Violation or Default. None of the Company or any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision its certificate of its charter incorporation or bylaws (or comparable constituting documents; similar organizational document), (ii) in default, and no event has occurred that, with notice breach or lapse of time or both, would constitute such a default, in the due performance or observance of 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 it is a party or bound or to which its property is subject; or (iii) in violation of any statute, law, rule, regulation, judgment, order decree, order, rule or decree regulation applicable to the Company any of them or any of the Significant Subsidiaries of any court, regulatory body, administrative agency, governmental body, arbitrator their respective properties or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicableassets, except for, in the case of clauses (ii) and (iii), for any such default breach or violation that would not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect, or (iii) in breach of or default under (nor has any event occurred that, with notice or passage of time or both, would constitute a default under) or in violation of any of the terms or provisions of any indenture, mortgage, deed of trust, loan agreement, note, lease, license, franchise agreement, permit, certificate, contract or other agreement or instrument to which any of them is a party or to which any of them or their respective properties or assets is subject (collectively, “Contracts”), except for any such breach, default, violation or event that would not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Griffon Corp)

No Violation or Default. None As of the date hereof, neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would notcould not reasonably be expected to, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Lexar Media Inc)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, applicable law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority governmental or regulatory authority, having jurisdiction over the Company or such Significant Subsidiary or any of its propertiesCompany, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would notnot reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Cava Group, Inc.)

No Violation or Default. None of the Company or any of the Significant its Subsidiaries is (i) in violation of any provision its certificate of its charter incorporation, by-laws or bylaws or comparable constituting similar organizational documents; (ii) in defaultbreach or violation of any of the terms or provisions of, and no event has occurred that, or with the giving of notice or lapse of time time, or both, would constitute such a defaultbe in default under, in the due performance or observance of the terms of any indenture, contract, leaseindenture, mortgage, deed of trust, note loan agreement, loan note, lease, partnership agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Subsidiaries is a party or by which any of them may be bound or to which its property is any of their properties or assets may be subject; or (iii) in violation of any applicable law or statute, law, rule, regulation, rule or regulation or any judgment, order or decree applicable to the Company or any of the Significant Subsidiaries of any government, governmental instrumentality, agency, body or court, regulatory bodydomestic or foreign, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or any such Significant Subsidiary or any of its propertiestheir respective properties or assets, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such breach, violation or default or violation that would notnot reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Sources: Exchange Agreement (Gannett Co., Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property or asset of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, applicable law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority governmental or regulatory authority, having jurisdiction over the Company or such Significant Subsidiary or any of its propertiesCompany, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Zymergen Inc.)

No Violation or Default. None of Neither the Company or nor any of the its Significant Subsidiaries is (i) in violation of any provision the Restated Articles of its Incorporation, as amended, or the Restated Bylaws of the Company, or the charter or bylaws or comparable constituting documents; of such Significant Subsidiaries, as applicable, (ii) in default, and no event has occurred thatdefault (or, with the giving of notice or lapse of time or both, would constitute such a be in default, ) in the due performance or observance of the terms of any obligation, agreement, covenant or condition contained in any indenture, contract, leaseloan agreement, mortgage, deed of trust, note agreement, loan agreement trust or other agreement, obligation, condition, covenant agreement or instrument to which it is a party or by which it or any of its properties may be bound or to which its property is subject; or (iii) in violation of any statute, law, rule, regulation, judgment, order or decree applicable to the Company or any of the Significant Subsidiaries of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the the Company or such Significant Subsidiary or any of its properties, as applicablethe Significant Subsidiaries, except forwhere, in the case for purposes of clauses (ii) and (iii), such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Zions Bancorporation /Ut/)

No Violation or Default. None of the The Company or any of the Significant Subsidiaries is (i) not in violation of any provision of its charter or bylaws or comparable constituting similar organizational documents; and neither the Company nor any of its subsidiaries is (iii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right or asset of the Company or any of its property subsidiaries is subject; or (iiiii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiesCompany, as applicable, except forexcept, in the case of clauses (iii) and (iii)ii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Hewlett Packard Enterprise Co)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which its any property or asset of the Company is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority governmental or regulatory authority, having jurisdiction over the Company or such Significant Subsidiary or any of its properties​ subsidiaries, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Sales Agreement (Elevation Oncology, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant its Subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any material indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound or to which any of the property or assets of the Company or any of its property Subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, applicable material law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiesSubsidiaries, as applicablethe case may be, except for, in the case of clauses (ii) and (iii), for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Stock Purchase Agreement (Ryerson Tull Inc /De/)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision its articles of its charter association or bylaws or comparable constituting similar organizational documents; , (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property or asset of the Company or any of its property subsidiaries is subject; , or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiessubsidiaries, as applicable, except forexcept, in the case of clauses (ii‎(ii) and (iii)‎(iii) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Sales Agreement (InflaRx N.V.)

No Violation or Default. None of the Company or Neither Omneon nor any of the Significant its Subsidiaries is (i) in violation of any provision its Certificate of its charter Incorporation or bylaws By-Laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it Omneon or any of its Subsidiaries is a party or by which Omneon or any of its Subsidiaries is bound or to which any of the property or assets of Omneon or any of its property Subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any courtGovernmental Entity, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Share Contribution Agreement (Omneon, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant its Subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound or to which any of the property or assets of the Company or any of its property Subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiesSubsidiaries, as applicable, except forexcept, in the case of clauses (ii‎(ii) and (iii)‎(iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Sales Agreement (PTC Therapeutics, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision its articles of its association, charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, applicable law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forsubsidiaries except, in the case of clauses (ii) and (iii)) above, for any such default or violation that would notnot reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Nuvo Group Ltd.)

No Violation or Default. None of Neither the Company or any of the Significant Subsidiaries nor its Subsidiary is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) to the knowledge of the Company, in default, and and, no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or its Subsidiary is a party or by which the Company or its Subsidiary is bound or to which any of the property or assets of the Company or its property Subsidiary is subject; or (iii) to the knowledge of the Company, in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would notnot reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Sources: Securities Purchase Agreement (Myogen Inc)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property or asset of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of and its propertiessubsidiaries, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. No event of default or default with notice and/or lapse of time that would constitute an event of default in respect of the Original Shares has occurred or is continuing.

Appears in 1 contract

Sources: Underwriting Agreement (Granite Point Mortgage Trust Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant its Material Subsidiaries is (i) in violation of any provision of its charter articles or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Material Subsidiaries is a party or by which the Company or any of its Material Subsidiaries is bound or to which any of the property or assets of the Company or any of its property Material Subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiesMaterial Subsidiaries, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Goldcorp Inc)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its Affiliated Entities is (i) in violation of any provision its charter, by-laws, articles of its charter association, business license (as one of the basic organization documents in the case of an entity incorporated in the PRC) or bylaws or comparable constituting other similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any obligation, agreement, term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note loan agreement, loan agreement lease or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Affiliated Entities is a party or by which the Company or any of its Affiliated Entities is bound or to which any property or asset of the Company or any of its property Affiliated Entities is subject; or (iii) except as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, court or arbitrator or governmental or regulatory authority or body, administrative agencyforeign or domestic, governmental body, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiesAffiliated Entities, as applicable, except forexcept, in the each case of clauses (ii) and (iii)above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (CNFinance Holdings Ltd.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right or asset of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, applicable law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default conflict, breach, violation, default, lien, charge or violation encumbrance that would notnot reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Irsa Propiedades Comerciales S.A.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property, right or asset of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, as disclosed in the Time of Sale Information or the Offering Memorandum and for any such default or violation that would notnot reasonably be expected to, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Purchase Agreement (Lee Enterprises, Inc)

No Violation or Default. None of the Company or any of the its Significant Subsidiaries is (i) in violation of any provision its articles of its charter incorporation or bylaws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Equity Distribution Agreement (Cree, Inc.)

No Violation or Default. None of the Company or any of the Significant Subsidiaries is (i) Neither the Issuer nor any of its significant subsidiaries is in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) neither the Issuer nor any of its subsidiaries is in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it such person is a party or by which such person is bound or to which its property any of the property, rights or assets of such person is subject; or and (iii) neither the Issuer nor any of its subsidiaries is in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Dollar Tree Inc)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar constitutional or organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) to the Company’s and each Guarantor’s knowledge, in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Purchase Agreement (Hanesbrands Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property or asset of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, applicable law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, arbitrator or other governmental or regulatory authority having jurisdiction over the Company it or such Significant Subsidiary its property or any of its propertiesassets, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Purchase Agreement (Nine Energy Service, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision its articles of its charter association or bylaws or comparable constituting similar organizational documents; , (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property or asset of the Company or any of its property subsidiaries is subject; , or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiessubsidiaries, as applicable, except forexcept, in the case of clauses (ii‎(ii) and (iii)‎‎(iii) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (InflaRx N.V.)

No Violation or Default. None of Except as set forth in the Registration Statement or Prospectus, neither the Company or nor any of the Significant its Subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any material term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound or to which any of the property or assets of the Company or any of its property is Subsidiaries are subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any courtGovernmental Authority, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forexcept, in the case of each of clauses (ii) and (iii)) above, for any such violation or default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Sales Agreement (Origin Agritech LTD)

No Violation or Default. None of Neither the Company or nor any of the Significant its Subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound or to which any of the property or assets of the Company or of any of its property Subsidiaries is subject; or (iii) to the Company's knowledge, in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of each of clauses (ii) and (iii)) above, for any such violation or default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Placement Agency Agreement (Ariad Pharmaceuticals Inc)

No Violation or Default. None of Except as disclosed in the Registration Statement or the Prospectus, neither the Company or nor any of the Significant Subsidiaries is Subsidiary (i) is in violation of any provision of its charter or bylaws or comparable constituting documents; by-laws, (ii) is in defaultdefault in any respect, and no event has occurred thatwhich, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note loan agreement, loan agreement lease or other agreement, obligation, condition, covenant agreement or instrument to which it is a party or by which it is bound or to which any of its property or assets is subject; or subject and (iii) is in violation in any respect of any statute, law, ordinance, governmental rule, regulationregulation or court order, judgment, order decree or decree applicable judgment to the Company which it or any of the Significant Subsidiaries of any court, regulatory body, administrative agency, governmental body, arbitrator its property or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forassets may be subject except, in the case of clauses (ii) and (iii) of this paragraph (7), such default for any violations or violation that defaults which would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Equity Distribution Agreement (Aileron Therapeutics, Inc.)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) except as set forth in the Time of Sale Information and the Offering Memorandum, in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other authority having jurisdiction over the Company governmental or such Significant Subsidiary or any of its propertiesregulatory authority, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Purchase Agreement (Ralcorp Holdings Inc /Mo)

No Violation or Default. None of the No Company or any of the Significant Subsidiaries Entity is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it any Company Entity is a party or by which any Company Entity is bound or to which its any property or asset of any Company Entity is subject; or (iii) in violation of any statute, law, rule, regulation, applicable law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the any Company or such Significant Subsidiary Entity or any property or asset of its propertiesany Company Entity, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (QuidelOrtho Corp)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision its articles of its association, charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any property or asset of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiessubsidiaries, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Games Global LTD)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries its subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries is bound or to which any of the property or assets of the Company or any of its property subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agency, governmental body, court or arbitrator or other governmental or regulatory authority having jurisdiction over the Company or such Significant Subsidiary or any of its propertiesCompany, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Bloom Energy Corp)

No Violation or Default. None of Neither the Company or nor any of the Significant Subsidiaries is (i) in violation of any provision of its charter estatutos sociales or bylaws or comparable constituting similar constitutive documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of the Significant Subsidiaries is a party or by which the Company or any of the Significant Subsidiaries is bound or to which its any of the property or assets of the Company or any of the Significant Subsidiaries is subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree applicable to the Company or any of the Significant Subsidiaries regulation of any court, regulatory body, administrative agencycourt or arbitrator, governmental bodyor regulatory authority, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forexcept, in the case of clauses (ii) and (iii)) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Underwriting Agreement (Grupo Aval Acciones Y Valores S.A.)

No Violation or Default. None of Neither the Company or nor any of the Significant its Subsidiaries is (i) in violation of any provision of its charter or bylaws by-laws or comparable constituting similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of the terms of any term, covenant or condition contained in any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant agreement or instrument to which it the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries is bound or to which any of the property or assets of the Company or any of its property is Subsidiaries are subject; or (iii) in violation of any statute, law, rule, regulation, law or statute or any judgment, order order, rule or decree regulation of any court or arbitrator or governmental or regulatory authority applicable to the Company or any of the Significant Subsidiaries of any courtits Subsidiaries, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such Significant Subsidiary or any of its properties, as applicable, except forexcept, in the case of each of clauses (ii) and (iii)) above, for any such violation or default or violation that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: At Market Issuance Sales Agreement (Aastrom Biosciences Inc)