Common use of Conflicts; Consents of Third Parties Clause in Contracts

Conflicts; Consents of Third Parties. (a) Except as set forth in Section 7.3(a) of the Purchaser Disclosure Letter, none of the execution and delivery and performance by Purchaser of this Agreement, the consummation of the transactions contemplated hereby, or the compliance by Purchaser with any of the provisions hereof will conflict with, or result in any violation of or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination or cancellation under, any provision of (i) the articles of incorporation of Purchaser, (ii) any material Agreement or Permit to which Purchaser is a party or by which Purchaser or its properties or assets are bound, (iii) any Order of any Governmental Body applicable to Purchaser or by which any of the properties or assets of Purchaser are bound or (iv) any applicable Law, other than, in the case of clauses (ii), (iii) and (iv), such conflicts, violations, defaults, terminations or cancellations that would not have a Purchaser Material Adverse Effect.

Conflicts; Consents of Third Parties. (a) Except as set forth in Section 7.3(a) of the Purchaser Disclosure Letter, none of the The execution and delivery and performance by Purchaser of this AgreementAgreement and each other agreement, document or instrument contemplated hereby or thereby to which Purchaser is a party, the consummation of the transactions contemplated herebyhereby and thereby, or the compliance by Purchaser with any of the provisions hereof will or thereof do not conflict with, or result in any violation of or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination or cancellation under, under any provision of (i) the articles its certificate of incorporation of Purchaser, or bylaws (ii) any material Agreement Contract, Lease or Permit to which Purchaser is a party or by which Purchaser or any of its properties or assets are bound, ; (iii) any Order of any Governmental Body applicable to Purchaser or by which any of the its properties or assets as of Purchaser are bound the date hereof; or (iv) any applicable Law, other than, in the case of clauses (i), (ii), (iii) and (iv), such conflicts, violations, defaults, terminations or cancellations that would not have reasonably be expected to have, individually or in the aggregate, a Purchaser Material Adverse Effectmaterial adverse effect on Purchaser.

Conflicts; Consents of Third Parties. (a) Except as set forth in Section 7.3(a) of the Purchaser Disclosure Letter, none of the The execution and delivery and performance by Purchaser of this AgreementAgreement and each other agreement, document, or instrument contemplated hereby to which it is a party, the consummation of the transactions contemplated herebyTransactions, or the and compliance by Purchaser it with any of the provisions hereof will or thereof do not conflict with, or result in any violation of or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination or cancellation under, under any provision of (i) the articles of incorporation of Purchaser, ’s organizational or governing documents; (ii) any material Agreement contract, agreement, lease, or Permit permit to which Purchaser is a party or by which Purchaser or any of its properties or assets are bound, ; (iii) any Order of any Governmental Body applicable to Purchaser or by which any of the its properties or assets as of Purchaser are bound the date hereof; or (iv) any applicable Law, other than, in the case of clauses (ii), (iii) ), and (iv), such conflicts, violations, defaults, terminations terminations, or cancellations that would not have reasonably be expected to have, individually or in the aggregate, a Purchaser Material Adverse EffectEffect on Purchaser’s ability to consummate the Transactions.

Conflicts; Consents of Third Parties. (a) Except as set forth in Section 7.3(a) of the Purchaser Disclosure Letter, none of the The execution and delivery and performance by Purchaser of this AgreementAgreement and each other agreement, document or instrument contemplated hereby or thereby to which Purchaser is a party, the consummation of the transactions contemplated herebyhereby and thereby, or the compliance by Purchaser with any of the provisions hereof will or thereof do not conflict with, or result in any violation of or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination or cancellation under, under any provision of (i) the articles certificate of incorporation and by-laws or comparable organizational documents of Purchaser, ; (ii) any material Agreement Contract or Permit to which Purchaser is a party or by which Purchaser or its properties or assets are bound, (iii) any Order of any Governmental Body applicable to Purchaser or by which any of the properties or assets of Purchaser are bound bound; (iii) any Order; or (iv) any applicable Law, other than, in the case of clauses (ii), (iii) and (iv), such conflicts, violations, defaults, terminations or cancellations that would not have reasonably be expected to have, individually or in the aggregate, a Purchaser Material Adverse Effect.

Conflicts; Consents of Third Parties. (a) Except as set forth in Section on Schedule 7.3(a) of the Purchaser Disclosure Letter), none of the execution and delivery and performance by Purchaser of this Agreement, the consummation of the transactions contemplated hereby, or the compliance by Purchaser with any of the provisions hereof will conflict with, or result in any violation of or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination or cancellation under, any provision of (i) the articles certificate of incorporation formation or limited liability company operating agreement of Purchaser, (ii) any material Agreement Contract or Permit to which Purchaser is a party or by which Purchaser or its properties or assets are bound, (iii) any Order of any Governmental Body applicable to Purchaser or by which any of the properties or assets of Purchaser are bound or (iv) any applicable Law, other than, in the case of clauses (ii), (iii) and (iv), such conflicts, violations, defaults, terminations or cancellations that would not have a Purchaser Material Adverse Effect.

Conflicts; Consents of Third Parties. (a) Except as set forth in Section 7.3(a) of the Purchaser Disclosure Letter, none of the The execution and delivery and performance by Purchaser of this AgreementAgreement and each other agreement, document or instrument contemplated hereby or thereby to which Purchaser is a party, the consummation of the transactions contemplated herebyhereby and thereby, or the compliance by Purchaser with any of the provisions hereof will or thereof do not conflict with, or result in any violation of or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination or cancellation under, under any provision of (i) the articles its certificate of incorporation of Purchaseror bylaws, (ii) any material Agreement Contract, Lease or Permit to which Purchaser is a party or by which Purchaser or any of its properties or assets are bound, ; (iii) any Order of any Governmental Body applicable to Purchaser or by which any of the its properties or assets as of Purchaser are bound the date hereof; or (iv) any applicable Law, other than, in the case of clauses (ii), (iii) and (iv), such conflicts, violations, defaults, terminations or cancellations that would not have reasonably be expected to cause, individually or in the aggregate, a Purchaser Material Adverse Effectmaterial adverse effect on Purchaser.

Conflicts; Consents of Third Parties. (a) Except as set forth in Section 7.3(a) of the Purchaser Disclosure Letter, none None of the execution and delivery and performance by Purchaser Seller of this AgreementAgreement or the Seller Documents, the consummation of the transactions contemplated herebyTransaction, or the compliance by Purchaser Seller with any of the provisions hereof or thereof will conflict with, or result in any violation of or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination termination, cancellation, acceleration, suspension, modification or cancellation any obligation to repay or make payment under, any provision of (i) the articles certificate of incorporation formation and limited liability company agreement of Purchaser, Seller; (ii) any material Agreement Contract, License or Permit Lien to which Purchaser Seller is a party or by which Purchaser or its properties or assets are bound, (iii) any Order of any Governmental Body applicable to Purchaser or by which any of the properties or assets of Purchaser Seller are bound bound; (iii) any Order applicable to Seller or by which any of the properties or assets of Seller are bound; or (iv) any applicable Law, other than, in the case of clauses (ii), (iii) and (iv), such conflicts, violations, defaults, terminations or cancellations cancellations, that would not have a Purchaser Material Adverse Effectprevent, materially delay or impair the ability of Seller to execute and deliver this Agreement or the Seller Documents or consummate the Transaction.

Conflicts; Consents of Third Parties. (a) Except as set forth in Section 7.3(a) of the Purchaser Disclosure Letter, none None of the execution and delivery and performance by Purchaser of this AgreementAgreement or the other Purchaser Documents, the consummation of the transactions contemplated herebyhereby or thereby, or the compliance by Purchaser with any of the provisions hereof or thereof will conflict with, or result in any violation of or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination or cancellation under, any provision of (i) the articles of incorporation organizational documents of Purchaser, ; (ii) any material Agreement Contract or Permit to which Purchaser is a party or by which Purchaser or its properties or assets are bound, ; (iii) any Order of any Governmental Body applicable to Purchaser or by which any of the properties or assets of Purchaser are bound bound; or (iv) any applicable Law, other than, in the case of clauses (ii), (iii) and (iv), such conflicts, violations, defaults, terminations or cancellations that would not not, individually or in the aggregate, have a material adverse effect on the ability of Purchaser Material Adverse Effectto consummate the transactions contemplated by this Agreement.

Conflicts; Consents of Third Parties. (a) Except as set forth in Section 7.3(a) of the Purchaser Disclosure Letter, none of the The execution and delivery and performance by Purchaser of this Agreement and each Ancillary Agreement, the consummation of the transactions contemplated herebyhereby and thereby, or the compliance by Purchaser with any of the provisions hereof will or thereof do not conflict with, or result in any violation of or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination or cancellation under, under any provision of (i) the articles certificate of incorporation and by-laws or comparable organizational documents of Purchaser, (ii) any material Agreement Contract or Permit to which Purchaser is a party or by which Purchaser or its properties or assets are bound, (iii) any Order of any Governmental Body applicable to Purchaser or by which any of the properties or assets of Purchaser are bound bound, (iii) any Order of any Governmental Authority applicable to Purchaser or any of the properties or assets of Purchaser, or (iv) any applicable Law, other than, in the case of clauses (ii), (iii) and (iv), such conflicts, violations, defaults, terminations or cancellations that would not have reasonably be expected to result, individually or in the aggregate, in a Purchaser Material Adverse Effect.

Conflicts; Consents of Third Parties. (a) Except as set forth in Section 7.3(a) of the Purchaser Disclosure Letteron Schedule 6.3, none of the execution and delivery and performance by Purchaser of this AgreementAgreement and of the Purchaser Documents, the consummation of the transactions contemplated herebyhereby or thereby, or the compliance by Purchaser with any of the provisions hereof or thereof will conflict with, with or result in any violation of or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination termination, cancellation or cancellation under, acceleration of any obligation under (i) any provision of (i) the articles certificate of incorporation or by-laws of Purchaser, (ii) any material Agreement right or obligation of Purchaser under any Contract or Permit to which Purchaser is a party or by which Purchaser or its properties or assets are bound, bound or (iii) any Order of any Governmental Body applicable to Purchaser or by which any of the properties or assets of Purchaser are bound or (iv) any applicable Law, other thanexcept, in the case of clauses (ii), (iii) and (iv), for such conflictsviolations, violationsbreaches, defaults, terminations terminations, cancellations or cancellations that accelerations as would not have a material adverse effect on the ability of Purchaser Material Adverse Effectto perform its obligations under this Agreement or to consummate the transactions contemplated by this Agreement.

Conflicts; Consents of Third Parties. (a) Except as set forth in Section 7.3(a) of the Purchaser Disclosure Letter, none None of the execution and delivery and performance by the Purchaser of this Agreement, or any Ancillary Agreement to which the Purchaser is a party, the consummation of the transactions contemplated herebyhereby or thereby, or the compliance by the Purchaser with any of the provisions hereof will or thereof shall conflict with, or result in any violation of or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination or cancellation under, any provision of (i) the articles Organizational Documents of incorporation of the Purchaser, ; (ii) any material Agreement Contract or Permit to which the Purchaser is a party or by which Purchaser or its any of the properties or assets of the Purchaser are bound, ; (iii) any and Order of any Governmental Body applicable to the Purchaser or by which any of the properties or assets of the Purchaser are bound bound; or (iv) any applicable Law, other than, in the case of clauses (ii), (iii) and (iv), such conflictsitems that, violationsindividually or in the aggregate, defaults, terminations or cancellations that would not have have, or reasonably be expected to have, a material adverse effect on the ability of the Purchaser Material Adverse Effectto consummate the transactions contemplated by this Agreement.

Conflicts; Consents of Third Parties. (a) Except as set forth in Section 7.3(a) of the Purchaser Disclosure Letteron Schedule 5.3(a), none of the execution and delivery and performance by Purchaser of this AgreementAgreement or the other Purchaser Documents, the consummation of the transactions contemplated herebyhereby or thereby, or the compliance by Purchaser with any of the provisions hereof or thereof will conflict with, or result in any violation of or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination or cancellation under, any provision of (i) the articles certificate of incorporation and by-laws of Purchaser, ; (ii) any material Agreement Contract or Permit to which Purchaser is a party or by which Purchaser or its properties or assets are bound, ; (iii) any Order of any Governmental Body applicable to Purchaser or by which any of the properties or assets of Purchaser are bound bound; or (iv) any applicable Law, other thanexcept, in the case of clauses (ii), (iii) and through (iv)) hereof, where any such conflictsconflict, violations, defaults, terminations default or cancellations that right of termination or cancellation would not have a Purchaser Material Adverse Effect.

Conflicts; Consents of Third Parties. (a) Except as set forth in Section 7.3(a) of the Purchaser Disclosure Letter, none None of the execution and delivery and performance by Purchaser Purchasers of this AgreementAgreement or the other Purchasers Documents, the consummation of the transactions contemplated herebyhereby or thereby, or the compliance by Purchaser Purchasers with any of the provisions hereof or thereof will conflict with, or result in any violation of or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination or cancellation under, any provision of (i) the articles organizational documents of incorporation of Purchaser, Purchasers; (ii) any material Agreement Contract or Permit to which Purchaser Purchasers is a party or by which Purchaser Purchasers or its properties or assets are bound, ; (iii) any Order of any Governmental Body applicable to Purchaser Purchasers or by which any of the properties or assets of Purchaser Purchasers are bound bound; or (iv) any applicable Law, other than, in the case of clauses (ii), (iii) and (iv), such conflicts, violations, defaults, terminations or cancellations that would not not, individually or in the aggregate, have a Purchaser Material Adverse Effectmaterial adverse effect on the ability of Purchasers to consummate the transactions contemplated by this Agreement.

Conflicts; Consents of Third Parties. (a) Except as set forth in Section 7.3(aon Schedule 5.3(a) of the Purchaser Disclosure Letterhereto, none of the execution and delivery and performance by Purchaser of this Agreement, the consummation of the transactions contemplated hereby, or the compliance by Purchaser with any of the provisions hereof will conflict with, or result in any violation of or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination or cancellation under, any provision of (i) the articles certificate of incorporation and by-laws or comparable organizational documents of Purchaser, ; (ii) any material Agreement Contract or Permit to which Purchaser is a party or by which Purchaser or its any of the properties or assets of Purchaser are bound, ; (iii) any Order of any Governmental Body applicable to Purchaser or by which any of the properties or assets of Purchaser are bound bound; or (iv) any applicable Law, other than, in the case of clauses except with respect to (ii), (iii) and (iv)) above, where any such conflictsconflict, violationsviolation, defaults, terminations default or cancellations that termination right would not have a Purchaser Material Adverse Effectreasonably be expected to materially delay or prohibit the consummation of the transaction contemplated in this Agreement.