Common use of Compliance with Laws and Other Instruments; No Conflicts Clause in Contracts

Compliance with Laws and Other Instruments; No Conflicts. The Company is not in violation or default of any provisions of its Certificate of Incorporation or bylaws (as amended to date) or of any instrument, judgment, order, writ or decree. The Company, to its knowledge, is not in violation or default of any applicable laws, statutes, rules or regulations of the United States or any state, foreign country or other governmental body or agency having jurisdiction over the Company’s business or properties, other than violations of laws, statutes, rules or regulations that would not reasonably be expected to be material to the Company. The Company is not in breach of or default under any lease, license, contract, agreement, note, indenture, mortgage, purchase order, instrument or obligation to which it is a party or its properties are subject, and the Company does not know of any condition or circumstances that, currently or after notice or the lapse of time, is likely to result in a breach of, default under or loss of material benefits under any such lease, license, contract, agreement, note, indenture, mortgage, purchase order, instrument or obligation, other than breaches, defaults or losses that would not reasonably be expected to be material to the Company. The execution, delivery and performance of the Transaction Documents on the part of the Company, and the issuance and sale of the Notes pursuant hereto, will not result in any such violation or default, will not accelerate performance under the terms of any agreement or instrument and (except as contemplated by the Transaction Documents) will not result in the creation of any lien, charge or encumbrance upon any assets of the Company or the suspension, revocation, forfeiture, or nonrenewal of any material permit or license applicable to the Company.