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 in Article II with respect to governmental consents and in Schedule 2.54.07 with respect to consents required in connection with the assignment of certain material Contracts, the execution, delivery and performance of this Agreement by the Company and the Shareholders and any other documents contemplated hereby Sellers: (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 the Company's articles of incorporation or bylaws (or other charter or organizational 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 any Seller is a party or by which the Company or the Shareholders or any of their properties are subject or Seller is 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 or any of their properties are boundis now subject; and (vd) will not create result in the creation of any lien, charge or encumbrance or restriction upon on any of the assets Company Stock or properties of the Company or the ShareholdersStations Assets.

Absence of Conflicting Agreements or Required Consents. Except as set forth on Schedule 2.5in Article 5 with respect to governmental consents and in SCHEDULE 7.9 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 partnership agreement (or other organizational 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 lien, charge or encumbrance or restriction upon on any of the assets or properties of the Company or the ShareholdersStations Assets.

Absence of Conflicting Agreements or Required Consents. Except as set forth on in Article 5 with respect to governmental consents and in Schedule 2.57.9 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 organization or operating agreement (or other charter or organizational 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 lien, charge or encumbrance or restriction upon on any of the assets or properties of the Company or the ShareholdersStations Assets.

Absence of Conflicting Agreements or Required Consents. Except as set forth on in Article II with respect to governmental consents and for the consent of the Company's common and preferred shareholders and consents required in connection with the assignment of certain material Contracts as set forth in Schedule 2.54.13, the execution, delivery and performance of this Agreement by Carpxxxxx xxx the Company and the Shareholders and any other documents contemplated hereby Company: (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 the Company's articles of incorporation or bylaws (or other charter or organizational 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 is Carpxxxxx xx a party or by which the Company or the Shareholders or any of their properties are subject or Carpxxxxx xx 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 or any of their properties are boundis now subject; and (vd) will not create result in the creation of any lien, charge or encumbrance or restriction upon on any of the assets Company Stock or properties of the Company or the ShareholdersStations Assets.

Absence of Conflicting Agreements or Required Consents. Except as set forth on in Article 5 with respect to governmental consents and in Schedule 2.57.9 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 Sellers: (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 Sellers' articles of incorporation or organization or bylaws (or other charter or organizational documents), or any applicable law, ordinance, regulation, ruling, judgment, order order, injunction, decree, rule, regulation or injunction ruling of any court or governmental instrumentality to which the Company or the Shareholders is a party or authority by which the Company or the Shareholders Sellers 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 Sellers or any of their properties are boundthe Stations Assets is now subject; and (vd) will not create result in the creation of any lien, charge or encumbrance or restriction upon on any of the assets or properties of the Company or the ShareholdersStations Assets.

Absence of Conflicting Agreements or Required Consents. Except as set forth on in Article 5 with respect to governmental consents and in Schedule 2.57.9 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 organization or operating agreement (or other charter or organizational documents), or any law, ordinance, regulation, ruling, applicable 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 lien, charge or encumbrance or restriction upon on any of the assets or properties of the Company or the ShareholdersStations Assets.

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 Shareholder 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 OrganizationIncorporation, 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 Shareholder is a party or by which the Company or the Shareholders Shareholder 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 Shareholder is a party or by which the Company or the Shareholders Shareholder 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 ShareholdersShareholder.

Absence of Conflicting Agreements or Required Consents. Except as set forth on in Schedule 2.54.11, the execution, delivery and performance of this Agreement by the Company Owner and the Shareholders and any other documents contemplated hereby Company: (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 any lawof the Articles of Incorporation, ordinanceArticles of Organization, regulationBy-Laws, rulingOperating Agreements (or other charter or organizational documents) of the Company, or any applicable Law, judgment, order order, injunction, decree, rule, regulation or injunction ruling of any court or governmental instrumentality Governmental Authority to which the Company Owner or the Shareholders Company is a party or by which the Owner, the Company or the Shareholders or any of their properties the Purchased Assets are subject or boundsubject; (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 underMaterial Contract, or accelerate or permit the acceleration of any performance required by the terms of any Permit, agreement, instrument, instrument or license or permit, material to this transaction, to which the Company or the Shareholders are a party or by which Owner, the Company or the Shareholders or any of their properties the Purchased Assets are boundnow 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 ShareholdersPurchased Assets.