Common use of No Defaults or Conflicts Clause in Contracts

No Defaults or Conflicts. (a) The execution, delivery and performance by the Buyer of this Agreement and each Transaction Document to which it is a Party and the consummation by the Buyer of the transactions contemplated hereby and thereby (whether with notice, lapse of time or both) (i) do not result in any violation of the applicable Organizational Documents of the Buyer, (ii) do not require the consent, notice or other action by any Person under, conflict with, result in a violation or breach of, constitute a default under, result in the acceleration of or create in any party the right to accelerate, terminate, modify or cancel any Contract to which the Buyer is a party or by which it is bound or to which its properties are subject, and (iii) do not violate in any material respect any existing applicable Law, rule, regulation, judgment, order or decree of any Governmental Authority having jurisdiction over the Buyer. (b) No authorization or approval or other action by, and no notice to or filing with, any Governmental Authority will be required to be obtained or made by the Buyer in connection with the execution, delivery and performance by the Buyer of this Agreement and the consummation by the Buyer of the transactions contemplated hereby, other than such as have been obtained or made or which the failure to obtain would not reasonably be expected to have a material adverse effect on the Buyer’s ability to consummate the transactions contemplated hereby.

No Defaults or Conflicts. (a) The execution, delivery and performance by the Buyer and Parent of this Agreement and each Transaction Document to which it is a Party party and the consummation by the Buyer of the transactions contemplated hereby and thereby (whether with notice, lapse of time or both) (i) do not and will not result in any violation of the applicable Organizational Documents of the BuyerBuyer and Parent, (ii) do not require the consent, notice or other action by any Person under, and will not conflict with, or result in a violation breach of any of the terms or breach provisions of, or constitute a default under, result in the acceleration of or create in any party the right to accelerate, terminate, modify or cancel any Contract to which the Buyer or Parent is a party or by which it is bound or to which its properties are subject, and (iii) do not and will not violate in any material respect any existing applicable Law, rule, regulation, judgment, order or decree of any Governmental Authority having jurisdiction over the BuyerBuyer and Parent; provided, however, that no representation or warranty is made in the foregoing clauses (i), (ii) or (iii) with respect to matters that, individually or in the aggregate, would not reasonably be expected to have a material adverse effect on the Buyer or Parent’s ability to consummate the transactions contemplated hereby. (b) No authorization or approval or other action by, and no notice to or filing with, any Governmental Authority will be required to be obtained or made by the Buyer or Parent in connection with the execution, delivery and performance by the Buyer and Parent of this Agreement and the consummation by the Buyer and Parent of the transactions contemplated hereby, other than such as have been obtained or made or which the failure to obtain would not reasonably be expected to have a material adverse effect on the BuyerBuyer or Parent’s ability to consummate the transactions contemplated hereby.

No Defaults or Conflicts. (a) The execution, delivery and performance by the Buyer Qualigen of this Agreement and each Transaction Document to which it is a Party and the consummation by the Buyer Qualigen of the transactions contemplated hereby and thereby (whether with notice, lapse of time or both) (i) do not and will not result in any violation of the applicable Organizational Documents of the BuyerQualigen, (ii) do not and will not require the consent, notice or other action by any Person under, conflict with, result in a violation or breach of, constitute a default under, result in the acceleration of or create in any party the right to accelerate, terminate, modify or cancel any Contract to which the Buyer Qualigen is a party or by which it is bound or to which its properties are subject, and (iii) do not and will not violate in any material respect any existing applicable Law, rule, regulation, judgment, order or decree of any Governmental Authority having jurisdiction over the BuyerQualigen. (b) No authorization or approval or other action by, and no notice to or filing with, any Governmental Authority will be required to be obtained or made by the Buyer Qualigen in connection with the execution, delivery and performance by the Buyer Qualigen of this Agreement and the consummation by the Buyer Qualigen of the transactions contemplated hereby, other than such as have been obtained or made or which the failure to obtain would not reasonably be expected to have a material adverse effect on the BuyerQualigen’s ability to consummate the transactions contemplated hereby.

No Defaults or Conflicts. (a) The execution, delivery and performance by the Buyer of this Agreement and each Transaction Document to which it is a Party party and the consummation by the Buyer of the transactions contemplated hereby and thereby (whether with notice, lapse of time or both) (i) do not and will not result in any violation of the applicable Organizational Documents of the Buyer, (ii) do not and will not require the consent, notice or other action by any Person under, materially conflict with, result in a material violation or breach of, constitute a material default or an Occurrence that would constitute a material default (whether with notice, lapse of time or both) under, result in the acceleration of or create in any party the right to accelerate, terminate, modify or cancel any Contract to which the Buyer is a party or by which it is bound or to which its properties are subject, and (iii) do not and will not violate in any material respect any existing applicable Law, rule, regulation, judgment, order Order or decree of any Governmental Authority having jurisdiction over the Buyer. (b) No authorization or approval or other action by, and no notice to or filing with, any Governmental Authority will be required to be obtained or made by the Buyer in connection with the execution, delivery and performance by the Buyer of this Agreement and the consummation by the Buyer of the transactions contemplated hereby, other than such as have been obtained or made or which the failure to obtain would not reasonably be expected to have a material adverse effect on the Buyer’s ability to consummate the transactions contemplated hereby.

No Defaults or Conflicts. (a) The execution, delivery and performance by the Buyer Seller of this Agreement and each Transaction Document to which it the Seller is a Party party and the consummation by the Buyer Seller of the transactions contemplated hereby and thereby (i) do not and will not (whether with notice, lapse of time or both) (i) do not result in any violation of the applicable Organizational Documents of the Buyer, (ii) do not require the consent, notice or other action by any Person under, materially conflict with, result in a material violation or breach of, constitute a material default or an Occurrence that would constitute a material default under, result in the acceleration of or create in any party the right to accelerate, terminate, modify or cancel any Contract or any Permit to which the Buyer Seller is a party or by which it is bound or to which its properties are subjectparty, and (iiiii) do not and will not violate in any material respect any existing applicable Law, rule, regulation, judgment, order Order or decree of any Governmental Authority having jurisdiction over the BuyerSeller, and (iii) do not and will not result in the creation or imposition of any Encumbrance on any properties or assets of the Seller, including the Company Interests. (b) No authorization authorization, Permit or approval or other action by, and no notice to or filing with, any Governmental Authority will be required to be obtained or made by the Buyer Seller in connection with the execution, delivery and performance by the Buyer Seller of this Agreement or any other Transaction Document to which it is a party and the consummation by the Buyer Seller of the transactions contemplated hereby, other than such as have been obtained or made or which the failure to obtain would not reasonably be expected to have a material adverse effect on the Buyer’s ability to consummate the transactions contemplated herebyhereby and thereby.