Common use of Absence of Conflicting Agreements or Required Consents Clause in Contracts

Absence of Conflicting Agreements or Required Consents. Except as set forth on Schedule 2.5, the execution, delivery and performance of this Agreement by the Company and the Shareholders and any other documents contemplated hereby (with or without the giving of notice, the lapse of time, or both): (i) does not require the consent of any governmental or regulatory body or authority or any other third party; (ii) will not conflict with any provision of the Company's Articles of Organization, as amended or restated, or Bylaws, as amended or restated; (iii) will not conflict with result in a violation of, or constitute a default under any law, ordinance, regulation, ruling, judgment, order or injunction of any court or governmental instrumentality to which the Company or the Shareholders is a party or by which the Company or the Shareholders or any of their properties are subject or bound; (iv) will not conflict with, constitute grounds for termination of, result in a breach of, constitute a default under, require any notice under, or accelerate or permit the acceleration of any performance required by the terms of any agreement, instrument, license or permit, material to this transaction, to which the Company or the Shareholders are a party or by which the Company or the Shareholders or any of their properties are bound; and (v) will not create any encumbrance or restriction upon any of the assets or properties of the Company or the Shareholders.

Absence of Conflicting Agreements or Required Consents. Except as set forth on Schedule 2.5, the The execution, delivery and performance by Seller of this Agreement by the Company and the Shareholders and any other documents contemplated hereby (with or without the giving of notice, the lapse of time, or both): (i) except as set forth in Schedule 5.6 and Schedule 5.9 hereto, does not require the consent of any governmental or regulatory body or authority or any other third party; (ii) will not conflict with or result in a violation of any provision of the CompanySeller's Articles articles or certificate of Organizationincorporation or bylaws, as amended or restated, or Bylaws, as amended or restated; (iii) will not conflict with with, result in a violation of, or constitute a default under any law, rule, ordinance, regulationregulation or any ruling, rulingdecree, determination, award, judgment, order or injunction of any court or governmental instrumentality which is applicable to which the Company or the Shareholders is a party Seller or by which the Company Seller or the Shareholders or any of their its properties are subject to or bound; (iv) except as set forth in Schedule 5.9, will not conflict with, constitute grounds for termination of, result in a breach of, constitute a default under, require any notice under, or accelerate or modify, or permit the acceleration of any person to accelerate or modify, any performance required by the terms of any agreement, instrument, license or permit, material to this transaction, to which the Company or the Shareholders are Seller is a party or by which the Company or the Shareholders Seller or any of their its properties are subject to or bound; and (v) will not create any encumbrance Encumbrance or restriction upon any of the assets or properties of the Company or the ShareholdersSeller.

Absence of Conflicting Agreements or Required Consents. Except as set forth on Schedule 2.5, the execution, delivery and performance of this Agreement by the Company and the Shareholders Xxxxxxx and any other documents contemplated hereby (with or without the giving of notice, the lapse of time, or both): (i) does not require the consent of any governmental or regulatory body or authority or any other third party; (ii) will not conflict with any provision of the Company's ’s Articles of Organization, as amended or restated, or Bylaws, as amended or restated; (iii) will not conflict with result in a violation of, or constitute a default under any law, ordinance, regulation, ruling, judgment, order or injunction of any court or governmental instrumentality to which the Company or the Shareholders Xxxxxxx is a party or by which the Company or the Shareholders Xxxxxxx or any of their properties are subject or bound; (iv) will not conflict with, constitute grounds for termination of, result in a breach of, constitute a default under, require any notice under, or accelerate or permit the acceleration of any performance required by the terms of any agreement, instrument, license or permit, material to this transaction, to which the Company or the Shareholders Xxxxxxx are a party or by which the Company or the Shareholders Xxxxxxx or any of their properties are bound; and (v) will not create any encumbrance or restriction upon any of the assets or properties of the Company or the ShareholdersXxxxxxx.

Absence of Conflicting Agreements or Required Consents. Except as set forth on Schedule 2.5, the execution, delivery and performance of this Agreement by the Company and the Shareholders Sxxxxxx and any other documents contemplated hereby (with or without the giving of notice, the lapse of time, or both): (i) does not require the consent of any governmental or regulatory body or authority or any other third party; (ii) will not conflict with any provision of the Company's Articles of Organization, as amended or restated, or Bylaws, as amended or restated; (iii) will not conflict with result in a violation of, or constitute a default under any law, ordinance, regulation, ruling, judgment, order or injunction of any court or governmental instrumentality to which the Company or the Shareholders Sxxxxxx is a party or by which the Company or the Shareholders Sxxxxxx or any of their properties are subject or bound; (iv) will not conflict with, constitute grounds for termination of, result in a breach of, constitute a default under, require any notice under, or accelerate or permit the acceleration of any performance required by the terms of any agreement, instrument, license or permit, material to this transaction, to which the Company or the Shareholders Sxxxxxx are a party or by which the Company or the Shareholders Sxxxxxx or any of their properties are bound; and (v) will not create any encumbrance or restriction upon any of the assets or properties of the Company or the ShareholdersSxxxxxx.

Absence of Conflicting Agreements or Required Consents. Except as set forth on Schedule 2.5, the The execution, delivery and performance by Seller of this Agreement by the Company and the Shareholders and any other documents contemplated hereby (with or without the giving of notice, the lapse of time, or both): (i) except as set forth in Schedule 5.6 and Schedule 5.9 hereto, does not require the consent of any governmental or regulatory body or authority or any other third party; (ii) will not conflict with or result in a violation of any provision of the CompanySeller's Articles articles or certificate of Organization, as amended incorporation or restated, or Bylaws, as amended or restatedbylaws; (iii) will not conflict with with, result in a violation of, or constitute a default under any law, rule, ordinance, regulationregulation or any ruling, rulingdecree, determination, award, judgment, order or injunction of any court or governmental instrumentality which is applicable to which the Company or the Shareholders is a party Seller or by which the Company Seller or the Shareholders or any of their its properties are subject to or bound; (iv) except as set forth in Schedule 5.9, will not conflict with, constitute grounds for termination of, result in a breach of, constitute a default under, require any notice under, or accelerate or modify, or permit the acceleration of any person to accelerate or modify, any performance required by the terms of any agreement, instrument, license or permit, material to this transaction, to which the Company or the Shareholders are Seller is a party or by which the Company or the Shareholders Seller or any of their its properties are subject to or bound; and (v) will not create any encumbrance Encumbrance or restriction upon any of the assets or properties of the Company or the ShareholdersPurchased Assets.

Absence of Conflicting Agreements or Required Consents. Except Subject to the consummation of the transactions contemplated pursuant to the Nationwide Agreement and the Trust, except as set forth on Schedule 2.5in Article 5 with respect to governmental consents and in SCHEDULE 7.8 or SCHEDULE 7.9(a) with respect to consents required in connection with the assignment of certain Contracts, the execution, delivery and performance of this Agreement by the Company and the Shareholders and any other documents contemplated hereby Seller: (with or without the giving of notice, the lapse of time, or both): (ia) does do not require the consent of any governmental third party (including, without limitation, the consent of any governmental, regulatory, administrative or regulatory body or authority or any other third partysimilar authority); (iib) will not conflict with any provision of the Company's Articles of Organizationwith, as amended or restated, or Bylaws, as amended or restated; (iii) will not conflict with result in a violation breach of, or constitute a violation of or default under under, the provisions of Seller's articles of incorporation, code of regulations, by-laws or other charter documents or any applicable law, ordinance, regulation, ruling, judgment, order order, injunction, decree, rule, regulation or injunction ruling of any court or governmental instrumentality authority to which the Company or the Shareholders Seller is a party or by which the Company or the Shareholders Seller or any of their properties the Stations Assets are subject or bound; (ivc) will not either alone or with the giving of notice or the passage of time, or both, conflict with, constitute grounds for termination of, of or result in a breach of the terms, conditions or provisions of, or constitute a default under, require any notice underContract, or accelerate or permit the acceleration of any performance required by the terms of any agreement, instrument, license or permit, material to this transaction, permit to which the Company or the Shareholders are a party or by which the Company or the Shareholders Seller or any of their properties are boundthe Stations Assets is now subject; and (vd) will not create result in the creation of any encumbrance or restriction upon Liens on any of the assets or properties of the Company or the ShareholdersStations Assets.