Common use of No Conflicts; Required Consents Clause in Contracts

No Conflicts; Required Consents. The execution, delivery and performance of this Agreement or any other Transaction Agreement by each Company do not(with or without notice or lapse of time): (a) conflict with, violate or result in any breach of (i) any of the provisions of such Company’s charter documents; (ii) any Resolutions; (iii) any of the terms or requirements of any Governmental Approval held by such Company or any of their respective employees; or (iv) any provision of any Contract to which such Company is a party; (b) give any Governmental Authority or other Person the right to (i) challenge the Transaction; (ii) exercise any remedy or obtain any relief under any Legal Requirement or any Order to which such Company is subject; (iii) declare a default of, exercise any remedy under, accelerate the performance of, cancel, terminate, modify or receive any payment under any Contract to which such Company is a party; or (iv) revoke, suspend or modify any Governmental Approval; (c) cause such Company, or Purchaser to become subject to, or to become liable for the payment of, any Tax; (d) result in the imposition or creation of any Encumbrance upon or with respect to any assets of such Company; or (e) require such Company to obtain any Consent or make or deliver any filing or notice to a Governmental Authority.

No Conflicts; Required Consents. The execution, delivery delivery, and performance of this Agreement or any other and the Transaction Agreement by each the Company do not(with not and will not (with or without notice or lapse of time): (a) conflict with, violate or result in any breach of (i) any of the provisions of such Company’s charter documentsthe Articles of Organization or Operating Agreement; (ii) any Resolutions; (iii) any of the terms or requirements of any Governmental Approval held by such Company or any of their respective employeesits employees or that otherwise relates to the Business or the Membership Interests in the Company, including the New Membership Interest; or (iv) any provision of any a Contract to which such the Company is a party; (b) give any Governmental Authority or other Person the right to (i) challenge the Transaction; (ii) exercise any remedy or obtain any relief under any Legal Requirement or any Order to which such Company is the Company, the Business, or the Membership Interests in the Company, including the New Membership Interest, are subject; (iii) revoke, suspend or modify any Governmental Approval; or (iv) declare a default of, exercise any remedy under, accelerate the performance of, cancel, terminate, terminate or modify or receive any payment under any Contract to which such Company is a party; or (iv) revoke, suspend or modify any Governmental Approval; (c) cause such Company, or Purchaser to become subject to, or to become liable for require the payment of, any Tax; (d) result in the imposition or creation of any Encumbrance upon or with respect to any assets of such Company; or (e) require such Company to obtain any Consent or make or deliver any filing or notice to a Governmental Authority; or (d) result in the creation or imposition of any Encumbrance on any of the Company’s assets.

No Conflicts; Required Consents. The execution, delivery and performance of this Agreement or any other Transaction Agreement by each Company the Seller do not(with not (with or without notice or lapse of time): (a) conflict with, violate or result in any breach of (i) any of the provisions of such Companyany of Seller’s charter documents; certificate of incorporation or bylaws or similar organization documents (as applicable), (ii) any Resolutions; (iii) any of the terms or requirements of any Governmental Approval held by such Company or any of their respective employeesthe Seller; or (iviii) any provision of any Contract to which such Company the Seller is a party; (b) give any Governmental Authority or other Person the right to (i) challenge the Transaction; (ii) exercise any remedy or obtain any relief under any Legal Requirement or any Order to which such Company the Seller is subject; (iii) declare a default of, exercise any remedy under, accelerate the performance of, cancel, terminate, modify or receive any payment under any Contract to which such Company the Seller is a party; or (iv) revoke, suspend or modify any Governmental Approval; (c) cause such Company, or Purchaser to become subject to, or to become liable for the payment of, any Tax; (d) result in the imposition or creation of any Encumbrance upon or with respect to the Company Shares or any assets of such either Company; or (ed) require such Company the Seller to obtain any Consent or make or deliver any filing or notice to a Governmental Authority.

No Conflicts; Required Consents. The Neither the execution, delivery and performance of this Agreement or nor any other Transaction Agreement by each Company do not(with or without notice or lapse Seller nor the consummation of time):the Transaction will: (a) conflict with, violate or result in any breach of (i) any of the provisions of such Company’s charter documents; the organizational documents of Seller, (ii) any Resolutions; (iii) material Legal Requirement, Order or arbitration award to which Seller is a party or by which Seller or any of the terms or requirements of any Governmental Approval held by such Company or any of their respective employees; Purchased Assets is bound, or (iviii) any provision of any Contract to which such Company is a partyMaterial Contract; (b) give any Governmental Authority or other Person the right to (i) challenge the Transaction; (ii) exercise any material remedy or obtain any relief under any Legal Requirement or any Order to which such Company Seller is bound or any of the Purchased Assets is subject; , or (iiiii) declare a default of, exercise any remedy under, accelerate the performance of, cancel, terminate, modify or receive any material payment under any Contract to which such Company is a party; or (iv) revoke, suspend or modify any Governmental ApprovalAssigned Contract; (c) cause such Company, or Purchaser to become subject to, or to become liable for the payment of, any Tax; (d) result in the imposition or creation of any Encumbrance upon or with respect to any assets of such CompanyPurchased Asset (except for a Permitted Encumbrance); or (ed) require such Company Seller to obtain any Consent consent or approval from, or make or deliver any material filing or notice to a Governmental Authority, other than reporting under the Securities Exchange Act of 1934.