Common use of Absence of Conflicting Agreements; Consents Clause in Contracts

Absence of Conflicting Agreements; Consents. Neither the execution, delivery or performance by the Seller of this Agreement and any Seller Related Agreements to which the Seller is a party, nor the consummation of the Transactions, does or will, after the giving of notice, or the lapse of time or both, or otherwise: (a) contravene, result in a breach of, or constitute a default under, the Seller’s Organizational Documents; (b) contravene or violate any Law to which the Seller or the Business is subject or by which the Seller or the Business is bound; (c) contravene or constitute a default under any Material Contract; (d) contravene in any material respect, result in any material breach of or constitute a default in any material respect (or which with the giving of notice or lapse of time would become such a default) under, give rise to any right of termination, material amendment, material modification, acceleration or cancellation of any material obligation or loss of any material benefit under, result in the creation of any Lien or Encumbrance on any of the assets of the Seller (including the Purchased Assets) pursuant to or under any Law or Governmental Order applicable to the Seller; or (e) require the Consent of any Person or any Governmental Authority, other than as set forth in Schedule 3.3.