Common use of Authorization of Agreement; No Violation; No Consents Clause in Contracts

Authorization of Agreement; No Violation; No Consents. This Agreement has been duly executed and delivered by Buyer. Buyer has the full corporate power and authority to enter into this Agreement, to make the representations, warranties, covenants and agreements made herein and to consummate the transactions contemplated hereby. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby have been duly and validly authorized by all requisite corporate action on the part of Buyer. Neither the execution and delivery of this Agreement by Buyer nor the consummation by Buyer of the transactions contemplated hereby will conflict with, result in a breach, default or violation of, or require the consent of a third party under (a) the terms, provisions or conditions of the Certificate of Incorporation or Bylaws of Buyer or (b) to the knowledge of Buyer, any judgment, decree, order, governmental permit, certificate, material agreement, license, law, statute, rule or regulation to which Buyer is a party or is subject, or to which the business, assets or operations of Buyer are subject, except for (i) Customary Post-Closing Consents, and (ii) any conflict, breach, default or violation that is not reasonably likely to have, individually or in the aggregate, a Buyer Material Adverse Effect.

Authorization of Agreement; No Violation; No Consents. This Agreement has been duly executed and delivered by Buyer. Buyer has the full corporate power and authority to enter into this Agreement, to make the representations, warranties, covenants and agreements made herein and to consummate the transactions contemplated hereby. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby have been duly and validly authorized by all requisite corporate action on the part of Buyer. Neither the execution and delivery of this Agreement by Buyer nor the consummation by Buyer of the transactions contemplated hereby will conflict with, result in a breach, default or violation of, or require the consent of a third party under (a) the terms, provisions or conditions of the Certificate of Incorporation or Bylaws of Buyer or (b) to the knowledge of Buyer, any judgment, decree, order, decree or order or any governmental permit, certificate, material agreement, license, law, statute, rule or regulation or any judgment, decree order to which Buyer is a party or is subject, or to which the business, assets or operations of Buyer are subject, except for (i) Customary Post-Closing Consents, Consents and (ii) any conflict, breach, default or violation that is not reasonably likely to have, individually or in the aggregate, a Buyer Material Adverse Effect.any

Authorization of Agreement; No Violation; No Consents. This Agreement has been duly executed and delivered by Buyer. Buyer has the full corporate power and authority to enter into this Agreement, to make the representations, warranties, covenants and agreements made herein and to consummate the transactions contemplated hereby. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby have been duly and validly authorized by all requisite corporate action on the part of Buyer. Neither the execution and delivery of this Agreement by Buyer nor the consummation by Buyer of the transactions contemplated hereby (a) will conflict with, with or result in a breach, default or violation of, or require the consent of a third party under (ai) the terms, provisions or conditions of the Certificate or Articles of Incorporation or Bylaws of Buyer or (bii) to the knowledge of Buyer, any judgment, decree, order, decree or order or any governmental permit, certificate, material agreement, license, law, statute, rule or regulation or any judgment, decree or order to which Buyer is a party or is subject, or to which the business, assets or operations of Buyer are subject, except for (iA) Customary Post-Closing Consents, Consents and (iiB) any conflict, breach, default or violation that is would not reasonably likely to have, individually or in the aggregate, a Buyer Material Adverse EffectEffect or (b) will result in the creation of any lien, charge or other encumbrance on any property or assets of Buyer. Buyer is now, and after Closing shall continue to be, qualified with all applicable governmental entities to own and operate the Assets.

Authorization of Agreement; No Violation; No Consents. This Agreement has been duly executed and delivered by Buyer. Buyer has the full corporate power and authority to enter into this Agreement, to make the representations, warranties, covenants and agreements made herein and to consummate the transactions contemplated hereby. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby have been duly and validly authorized by all requisite corporate action on the part of Buyer. Neither the execution and delivery of this Agreement by Buyer nor the consummation by Buyer of the transactions contemplated hereby will conflict with, result in a breach, default or violation of, or require the consent of a third party under (a) the terms, provisions or conditions of the Certificate of Incorporation or Bylaws of Buyer or (b) to the knowledge of Buyer, any judgment, decree, order, decree or order or any governmental permit, certificate, material agreement, license, law, statute, rule or regulation to which Buyer is a party or is subject, or to which the business, assets or operations of Buyer are subject, except for (i) Customary Post-Closing Consents, and (ii) any conflict, breach, default or violation that is not reasonably likely to have, individually or in the aggregate, a Buyer Material Adverse Effect.any