Authorisation; No Contravention. The execution, delivery and performance by such Seller of this Agreement and each of the other Transaction Documents to which it is a party and the Contemplated Transactions (i) have been duly authorized by all necessary action of such Seller (if such Seller is not a natural Person), (ii) do not contravene the terms of any Organizational Document of such Seller (if such Seller is not a natural Person), (iii) do not violate, conflict with or result in any breach or contravention of (or with due notice or lapse of time or both would result in any breach, default or contravention of), any Contract of such Seller, or any Law applicable to such Seller, (iv) do not violate, conflict with or result in the creation of, any Encumbrance in respect of any Shares or any of the Company’s Assets, and (v) do not violate any Orders against, or binding upon, such Seller. Such Seller is not party to, or bound by, any agreement that is currently in effect, restricting or adversely affective the ability of the Seller to sell the relevant Purchased Shares under, and in terms of, this Agreement.
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