Common use of 2No Conflicts Clause in Contracts

2No Conflicts. (a) None of the execution and delivery by the Company of any of the Transaction Documents to which the Company is party, the performance by the Company of the obligations contemplated hereby or thereby or the consummation of the transactions contemplated hereby or thereby will: (i) contravene, conflict with, result in a breach, violation, cancellation or termination of, constitute a Default (with or without notice or lapse of time, or both) under, require prepayment under, give any Person the right to exercise any remedy (including termination, cancellation or acceleration) or obtain any additional rights under, or accelerate the maturity or performance of or payment under, in any respect, (A) any Applicable Law or any judgment, order, writ, decree, Permit or license of any Governmental Authority to which the Company or any of its Subsidiaries or any of their respective assets or properties may be subject or bound, (B) any term or provision of any contract, agreement, indenture, lease, license, deed, commitment, obligation or instrument to which the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries or any of their respective assets or properties is bound or committed (other than a Material Contract), (C) any Material Contract or (D) any term or provision of any of the organizational documents of the Company or any of its Subsidiaries, except in the case of clause (A) or (B) where any such event would not reasonably be expected to result in a Material Adverse Effect; or (ii) except as provided in any of the Transaction Documents to which it is party, result in or require the creation or imposition of any Lien on the Collateral or any assets of any Pledged Subsidiary that is not a Guarantor relating to Imcivree (in each case other than Permitted Liens). (b) The Company has not granted, nor does there exist, any Lien on the Transaction Documents or the Collateral (other than Permitted Liens).

2No Conflicts. (a) None of the execution and delivery by any of the Company Seller Parties of any of the Transaction Documents to which the Company is partyDocuments, the performance by any of the Company Seller Parties of the obligations contemplated hereby or thereby or the consummation of the transactions contemplated hereby by this Agreement or thereby any of the other Transaction Documents will: (i) contravene, conflict with, result in a breach, violation, cancellation or termination of, constitute a Default default (with or without notice or lapse of time, or both) under, require prepayment under, give any Person the right to exercise any remedy (including termination, cancellation or acceleration) or obtain any additional rights under, or accelerate the maturity or performance of or payment under, in any respect, (A1) any Applicable Law or any judgment, order, writ, decree, Permit permit or license of any Governmental Authority Authority, in any case, applicable to which any of the Company Seller [*] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential. Parties or any of its Subsidiaries or their Affiliates, the Purchased Royalty Payments, the Collateral, or to which any of the Seller Parties’ or any of its or their Affiliates’ respective assets or properties may be subject or bound, (B2) any term or provision of any contract, agreement, indenture, lease, license, deed, commitment, obligation or instrument to which any of the Company Seller Parties or any of its Subsidiaries or their Affiliates is a party or by which any of the Company Seller Parties or any of its Subsidiaries or their Affiliates or any of their respective assets or properties properties, or any Collateral, is bound or committed (other than including a Material Contract), (CLicense Agreement) any Material Contract or (D3) any term or provision of any of the organizational documents of any of the Company Seller Parties; (ii) except for the filing of the UCC-1 financing statements required hereunder (or under the Protective Rights Agreement), require any notification to, filing with, or consent of, any Person or Governmental Authority; (iii) give rise to any additional right of termination, cancellation or acceleration of any right or obligation of any of the Seller Parties or any of its Subsidiariesor their Affiliates or any other Person, except in or to a loss of any benefit relating to the case Purchased Royalty Payments or any of clause (A) or (B) where any such event would not reasonably be expected to result in a Material Adverse Effectthe other Collateral; or (iiiv) except as provided in any of the Transaction Documents to which it is partyDocuments, result in or require the creation or imposition of any Lien on the Collateral Product IP Rights, the Products, the Checkmate License Agreement, the Purchased Royalty Payments, or any assets of any Pledged Subsidiary that is not a Guarantor relating to Imcivree (in each case the other than Permitted Liens)Collateral. (b) The Company Except for Permitted Liens, no Seller Party has not granted, nor does there exist, any Lien on the Transaction Documents Documents, the License Agreement, the Purchased Royalty Payments, the Product IP Rights, the Products, or any of the other Collateral (other than Permitted Liens)pursuant to the Protective Rights Agreement.

2No Conflicts. LEGAL 4875-0317-8306v.49 ​ (a) None of the execution and delivery by the any Company Party of any of the Transaction Documents to which the Company it is party, the performance by the any Company Party of the obligations contemplated hereby or thereby or the consummation of the transactions contemplated hereby or thereby will: (i) contravene, conflict with, result in a breach, violation, cancellation or termination of, constitute a Default default (with or without notice or lapse of time, or both) under, require prepayment under, give any Person the right to exercise any remedy (including termination, cancellation or acceleration) or obtain any additional rights under, or accelerate the maturity or performance of or payment under, in any respect, (A) any Applicable Law or any judgment, order, writ, decree, Permit or license of any Governmental Authority to which any member of the Company or any of its Subsidiaries Group or any of their respective assets or properties may be subject or bound, (B) any term or provision of any contract, agreement, indenture, lease, license, deed, commitment, obligation or instrument to which any member of the Company or any of its Subsidiaries Group is a party or by which any member of the Company or any of its Subsidiaries Group or any of their respective assets or properties is bound or committed (other than a Material Contract), (C) any Material Contract or (D) any term or provision of any of the organizational documents of any member of the Company or any of its SubsidiariesGroup, except in the case of clause (A) or (B) where any such event would not reasonably be expected to result in a Material Adverse Effect; or (ii) except as provided in any of the Transaction Documents to which it is party, result in or require the creation or imposition of any Lien on the Collateral or any assets of any Pledged Subsidiary that is not a Guarantor relating to Imcivree (in each case other than Permitted Liens). (b) The No Company Party has not granted, nor does there exist, any Lien on (i) the Transaction Documents or (ii) the Collateral (other than Permitted Liens).

2No Conflicts. (a) None of the execution and delivery by the Company of any of the Transaction Documents to which the Company is party, the performance by the Company of the obligations contemplated hereby or thereby or the consummation of the transactions contemplated hereby or thereby will: (i) contravene, conflict with, result in a breach, violation, cancellation or termination of, constitute a Default default (with or without notice or lapse of time, or both) under, require prepayment under, give any Person the right to exercise any remedy (including termination, cancellation or acceleration) or obtain any additional rights under, or accelerate the maturity or performance of or payment under, in any respect, (A) any Applicable Law or any judgment, order, writ, decree, Permit permit or license of any Governmental Authority to which the Company or any of its Subsidiaries or any of their respective assets or properties may be subject or bound, (B) subject to entry into the Oaktree Consent, any term or provision of any contract, agreement, indenture, lease, license, deed, commitment, obligation or instrument to which the Company or any of its Subsidiaries is a party or by which the Company or any of its Subsidiaries or any of their respective assets or properties is bound or committed (other than a Material Contract), or (C) any Material Contract or (D) any term or provision of any of the organizational documents of the Company or any of its Subsidiaries, except in the case of clause (A) or (B) where any such event would could not reasonably be expected to result in a Material Adverse Effect; or (ii) except as provided in any of the Transaction Documents to which it is party, result in or require the creation or imposition of any Lien on the Collateral or any assets of any Pledged Subsidiary that is not a Guarantor relating to Imcivree (in each case other than Permitted Liens)Collateral. (b) The Company has There does not granted, nor does there exist, any Lien on the Transaction Documents or the Collateral Revenue Interests (other than Permitted Liensexcept for any Lien contemplated under clauses (c)., (d), (e), (f), (k), (l), (y) and