Common use of Absence of Conflicts Clause in Contracts

Absence of Conflicts. The Holder’s execution, delivery, and performance of, and compliance with this Note and the consummation of the transactions contemplated hereby, have not and will not: (i) violate, conflict with or result in a breach of any provision of or constitute a default (or an event which, with notice or lapse of time or both, would constitute a default) under, or result in the termination of, or accelerate the performance required by, or result in the creation of any lien upon any of the assets, properties or business of the Holder under, any of the terms, conditions or provisions of (i) its certificate/articles of formation or organization or any of its other formation or organizational documents, or (ii) any material contract to which it is a party; or (ii) violate any judgment, ruling, order, writ, injunction, award, decree, or any law or regulation of any court or federal, state, county or local government or any other governmental, regulatory or administrative agency or authority which is applicable to the Holder or any of its assets, properties or businesses, which violation would have a Material Adverse Effect.

Absence of Conflicts. The Holder’s execution, delivery, and performance of, and compliance with this Note and the consummation of the transactions contemplated herebyhereby , have not and will not: (i) violate, conflict with or result in a breach of any provision of or constitute a default (or an event which, with notice or lapse of time or both, would constitute a default) under, or result in the termination of, or accelerate the performance required by, or result in the creation of any lien upon any of the assets, properties or business of the Holder under, any of the terms, conditions or provisions of (i) its certificate/articles of formation or organization or any of its other formation or organizational documents, or (ii) any material contract to which it is a party; or (ii) violate any judgment, ruling, order, writ, injunction, award, decree, or any law or regulation of any court or federal, state, county or local government or any other governmental, regulatory or administrative agency or authority which is applicable to the Holder or any of its assets, properties or businesses, which violation would have a Material Adverse Effect.

Absence of Conflicts. The Holder’s execution, delivery, and performance of, and compliance with with, this Note and the consummation of the transactions contemplated hereby, have do not and will not: (i) violate, conflict with or result in a breach of any provision of or constitute a default (or an event which, with notice or lapse of time or both, would constitute a default) under, or result in the termination of, or accelerate the performance required by, or result in the creation of any lien upon any of the assets, properties or business of the Holder under, any of the terms, conditions or provisions of (i) its certificate/articles of formation or organization or any of its other formation or organizational documents, or (ii) any material contract to which it is a party; or (ii) violate any judgment, ruling, order, writ, injunction, award, decree, or any law or regulation of any court or federal, state, county or local government or any other governmental, regulatory or administrative agency or authority which is applicable to the Holder or any of its assets, properties or businesses, which violation would have a Material Adverse Effect.

Absence of Conflicts. The HolderSuch Purchaser’s execution, delivery, and performance of, and compliance with this Note the Transaction Documents and the consummation of the transactions contemplated herebyhereby and thereby, have not and will not: (ia) violate, conflict with or result in a breach of any provision of or constitute a default (or an event which, with notice or lapse of time or both, would constitute a default) under, or result in the termination of, or accelerate the performance required by, or result in the creation of any lien Lien upon any of the assets, properties or business of the Holder such Purchaser under, any of the terms, conditions or provisions of (i) its certificate/articles of formation or organization or any of its other formation or organizational documents, or (ii) any material contract to which it is a party; or (iib) violate any judgment, ruling, order, writ, injunction, award, decree, or any law Law or regulation of any court or federal, state, county or local government or any other governmental, regulatory or administrative agency or authority which is applicable to the Holder such Purchaser or any of its assets, properties or businesses, which violation would have a Material Adverse Effect.

Absence of Conflicts. The HolderSuch Purchaser’s execution, delivery, and performance of, and compliance with the Loan Documents and this Note Agreement, and the consummation of the transactions contemplated herebyhereby and thereby, have not and will not: (ia) violate, conflict with or result in a breach of any provision of or constitute a default (or an event which, with notice or lapse of time or both, would constitute a default) under, or result in the termination of, or accelerate the performance required by, or result in the creation of any lien upon any of the assets, properties or business of the Holder under, any of the terms, conditions or provisions of (i) its certificate/articles of formation or organization or any of its other formation or organizational documentsdocuments (if any), or (ii) any material contract to which it is a party, or result in the creation of any Lien upon any of the assets, properties or business of such Purchaser; or (iib) violate any judgment, ruling, order, writ, injunction, award, decree, or any law Law or regulation of any court or federal, state, county or local government or any other governmental, regulatory or administrative agency or authority which is applicable to the Holder such Purchaser or any of its assets, properties or businesses, which violation would have a Material Adverse Effect.

Absence of Conflicts. The Holder’s execution, delivery, and performance of, and compliance with this Note Amendment Agreement and the related Loan Documents, and the consummation of the transactions contemplated herebyhereby and thereby, have not and will not: (ia) violate, conflict with or result in a breach of any provision of or constitute a default (or an event which, with notice or lapse of time or both, would constitute a default) under, or result in the termination of, or accelerate the performance required by, or result in the creation of any lien upon any of the assets, properties or business of the Holder under, any of the terms, conditions or provisions of (i) Borrower’s Certificate of Incorporation or its certificate/articles of formation or organization or any of its other formation or organizational documentsBylaws, or (ii) any material contract to which it is Material Contract, or result in the creation of any Lien (other than a partyPermitted Lien or the liens granted under the Security Agreement) upon any of the assets, properties or business of either Borrower; or (iib) violate any judgment, ruling, order, writ, injunction, award, decree, or any law Law or regulation of any court or federal, state, county or local government or any other governmental, regulatory or administrative agency or authority which is applicable to the Holder either Borrower or any of its their assets, properties or businesses, which violation would have a Material Adverse Effect.

Absence of Conflicts. The Holder’s execution, delivery, and performance of, and compliance with this Note and the consummation of the transactions contemplated hereby, have not and will not: (i) violate, conflict with or result in a breach of any provision of or constitute a default (or an event which, with notice or lapse of time or both, would constitute a default) under, or result in the termination of, or accelerate the performance required by, or result in the creation of any lien upon any of the assets, properties or business of the Holder under, any of the terms, conditions or provisions of (i) its certificate/articles of formation or organization or any of its other formation or organizational documents, or (ii) any material contract to which it is a party; or (ii) violate any judgment, ruling, order, writ, injunction, ,. award, decree, or any law or regulation of any court or federal, state, county or local government or any other governmental, regulatory or administrative agency or authority which is applicable to the Holder or any of its assets, properties or businesses, which violation would have a Material Adverse Effect.

Absence of Conflicts. The Holder’s execution, delivery, and performance of, and compliance with this Note and the consummation of the transactions contemplated hereby, have not and will not: (i) violate, conflict with or result in a breach of any provision of or constitute a default (or an event which, ; with notice or lapse of time or both, would constitute a default) under, or result in the termination of, or accelerate the performance required by, or result in the creation of any lien upon any of the assets, properties or business of the Holder under, any of the terms, conditions or provisions of (i) its certificate/articles of formation or organization or any of its other formation or organizational documents, or (ii) any material contract to which it is a party; or (ii) violate any judgment, ruling, order, writ, injunction, award, decree, or any law or regulation of any court or federal, state, county or local government or any other governmental, regulatory or administrative agency or authority which is applicable to the Holder or any of its assets, properties or businesses, which violation would have a Material Adverse Effect.

Absence of Conflicts. The Holder’s execution, delivery, and performance of, and compliance with this Note and the consummation of the transactions contemplated hereby, have not and will not: (i) violate, conflict with or result in a breach of any provision of or constitute a default (or an event which, with notice or lapse of time or both, would constitute a default) under, or result in the termination of, or accelerate the performance required by, or result in the creation of any lien upon any of the tile assets, properties or business of the Holder under, any of the terms, conditions or provisions of (i) its certificate/articles of formation or organization or any of its other formation or organizational documents, or (ii) any material contract to which it is a party; or (ii) violate any judgment, ruling, order, writ, injunction, award, decree, or any law or regulation of any court or federal, state, county or local government or any other governmental, regulatory or administrative agency or authority which is applicable to the Holder or any my of its assets, properties or businesses, which violation would have a Material Adverse Effect.

Absence of Conflicts. The Holder’s execution, ; delivery, and performance of, and compliance with this Note and the consummation of the transactions contemplated hereby, have not and will not: (i) violate, conflict with or result in a breach of any provision of or constitute a default (or an event which, with notice or lapse of time or both, would constitute a default) under, or result in the termination of, or accelerate the performance required by, or result in the creation of any lien upon any of the assets, properties or business of the Holder under, any of the terms, conditions or provisions of (i) its certificate/articles of formation or organization or any of its other formation or organizational documents, or (ii) any material contract to which it is a party; or (ii) violate any judgment, ruling, order, writ, injunction, award, decree, or any law or regulation of any court or federal, state, county or local government or any other governmental, regulatory or administrative agency or authority which is applicable to the Holder or any of its assets, properties or businesses, which violation would have a Material Adverse Effect.

Absence of Conflicts. The Holder’s execution, delivery, and performance of, and compliance with this Note and the consummation of the transactions contemplated hereby, have not and will not: (i) violate, conflict with or result in a breach of any provision of or constitute a default (or an event which, with notice or lapse of time or both, would constitute a default) under, or result in the termination of, or accelerate the performance required by, or result in the creation of any lien upon any of the assets, properties or business of the Holder under, any of the tl1e terms, conditions or provisions of (i) its certificate/articles of formation or organization or any of its other formation or organizational documents, or (ii) any material contract to which it is a party; or (ii) violate any judgment, ruling, order, writ, injunction, award, decree, or any law or regulation of any court or federal, state, county or local government or any other governmental, regulatory or administrative agency or authority which is applicable to the Holder or any of its assets, properties or businesses, which violation would have a Material Adverse Effect.

Absence of Conflicts. The Holder’s execution, delivery, and performance of, and compliance with this Note Agreement and the consummation of the transactions contemplated herebyhereby and thereby, have not and will not: : (i) violate, conflict with or result in a breach of any provision of or constitute a default (or an event which, with notice or lapse of time or both, would constitute a default) under, or result in the termination of, or accelerate the performance required by, or result in the creation of any lien upon any of the assets, properties or business of any of the Holder Companies under, any of the terms, conditions or provisions of (ix) its certificate/articles the constituent instruments of formation or organization or any of its other formation or organizational documentsthe Companies, or (iiy) any material contract to which it is a partyMaterial Contract; or or (ii) violate any judgment, ruling, order, writ, injunction, award, decree, or or, to the best knowledge of the Companies, or, in any material respect, any law or regulation of any court or federal, state, county or local government or any foreign government or any other governmental, regulatory or administrative agency or authority which is applicable to the Holder Companies or any of its assets, properties or businesses; or (iii) to the best knowledge of the Sellers, which violation would have a Material Adverse Effectresult in the suspension, revocation, impairment, forfeiture, or non-renewal of any Permit that is material to the Companies.

Absence of Conflicts. The Holder’s Such Purchaser's execution, delivery, and performance of, and compliance with this Note the Transaction Documents and the consummation of the transactions contemplated herebyhereby and thereby, have not and will not: (ia) violate, conflict with or result in a breach of any provision of or constitute a default (or an event which, with notice or lapse of time or both, would constitute a default) under, or result in the termination of, or accelerate the performance required by, or result in the creation of any lien Lien upon any of the assets, properties or business of the Holder such Purchaser under, any of the terms, conditions or provisions of (i) its certificate/articles of formation or organization or any of its other formation or organizational documents, or (ii) any material contract to which it is a party; or (iib) violate any judgment, ruling, order, writ, injunction, award, decree, or any law Law or regulation of any court or federal, state, county or local government or any other governmental, regulatory or administrative agency or authority which is applicable to the Holder such Purchaser or any of its assets, properties or businesses, which violation would have a Material Adverse Effect.

Absence of Conflicts. The Holder’s execution, delivery, and performance of, and compliance with this Note and the consummation of the transactions contemplated hereby, have not and will not: (i) violate, conflict with or result in a breach of any provision of or constitute a default (or an event which, with notice or lapse of time or both, would constitute a default) under, or result in the termination of, or accelerate the performance required by, or result in the creation of any lien upon any of the assets, properties or business of the Holder under, any of the terms, conditions or provisions of (i) its certificate/articles of formation or organization or any of its other formation or organizational documents, or (ii) any material contract to which it is a party; or (ii) violate any judgment, ruling, order, writ, injunction, award, decree, or any law or regulation of any court or federal, state, county or local government or any other governmental, regulatory or administrative agency or authority which is applicable to the Holder or any of its assets, properties or businesses, which violation would have a Material Adverse Effect.

Absence of Conflicts. The HolderSuch Purchaser’s execution, delivery, and performance of, and compliance with this Note the Transaction Documents and the consummation of the transactions contemplated herebyhereby and thereby, have not and will not: (ia) violate, conflict with or result in a breach of any provision of or constitute a default (or an event which, with notice or lapse of time or both, would constitute a default) under, or result in the termination of, or accelerate the performance required by, or result in the creation of any lien Lien upon any of the assets, properties or business of the Holder such Purchaser under, any of the terms, conditions or provisions of (i) its certificate/articles of formation or organization or any of its other formation or organizational documents, or (ii) any material contract to which it is a party; or (iib) violate any judgment, ruling, order, writ, injunction, award, decree, or any law Law or regulation of any court or federal, state, county or local government or any other governmental, regulatory or administrative agency or authority which is applicable to the Holder such Purchaser or any of its assets, properties or businesses, which violation would have a Material Adverse EffectEffect with respect to such Purchaser.