Common use of Conflicts; Consents Clause in Contracts

Conflicts; Consents. Assuming that (a) requisite Bankruptcy Court approvals are obtained, and (b) the notices, authorizations, approvals, Orders, Permits or consents set forth on Section 5.3 of the Disclosure Schedules are made, given or obtained (as applicable), neither the execution and delivery by Sellers of this Agreement or the other Transaction Documents, nor the consummation by Sellers of the transactions contemplated hereby or thereby, nor performance or compliance by Sellers with any of the terms or provisions hereof or thereof, will (i) conflict with or violate any provision of a Seller’s certificate of incorporation or bylaws, certificate of formation or limited liability company agreement, certificate of limited partnership, partnership agreement or other governing documents, as applicable (ii) violate or constitute a breach of or default (with or without notice or lapse of time, or both) under or give rise to a right of termination, modification, or cancelation of any obligation or to the loss of any benefit, any of the terms or provisions of any Material Contract or accelerate any Seller’s obligations under any such Material Contract, or (iii) result in the creation of any Encumbrance (other than a Permitted Encumbrance) on any properties or assets of any Seller, except, in the case of clauses (ii) and (iii), as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Conflicts; Consents. Assuming that (ai) the Sale Order and all other requisite Bankruptcy Court approvals are obtained, and (bii) the notices, authorizations, approvals, Orders, Permits permits or consents set forth on Section 5.3 of the Disclosure Schedules Schedule 4.3 are made, given or obtained (as applicable), neither the execution and delivery by Sellers Purchaser of this Agreement or the other Transaction DocumentsAgreement, nor the consummation by Sellers Purchaser of the transactions contemplated hereby or therebyTransactions, nor performance or compliance by Sellers Purchaser with any of the terms or provisions hereof or thereofhereof, will (iA) conflict with or violate any provision of a SellerPurchaser’s certificate of incorporation or bylaws, certificate of formation or limited liability company agreement, certificate of limited partnership, partnership agreement or other governing organizational documents, as (B) violate any Law or Order applicable to Purchaser, (iiC) violate or constitute a breach of or default (with or without notice or lapse of time, or both) under or give rise to a right of termination, modification, or cancelation of any obligation or to the loss of any benefit, any of the terms or provisions of any Material loan or credit agreement or other material Contract to which Purchaser is a party or accelerate any SellerPurchaser’s obligations under any such Material Contract, or (iiiD) result in the creation of any Encumbrance (other than a Permitted Encumbrance) on any properties or assets of Purchaser or any Sellerof its subsidiaries, except, in the case of clauses (iiA) and through (iiiB), as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effectprevent or materially impair, alter or delay the ability of Purchaser to consummate the Transactions.

Conflicts; Consents. Assuming that (a) the Confirmation Order and all other requisite Bankruptcy Court approvals are obtained, and (b) the notices, authorizations, approvals, Orders, Permits or consents permits and Consents set forth on Section 5.3 of the Disclosure Schedules Schedule 3.4 are made, given or obtained (as applicable), neither the execution and delivery by Sellers Seller of this Agreement or the other Transaction Documents, nor the consummation by Sellers Seller of the transactions contemplated hereby or therebyhereby, nor performance or compliance by Sellers Seller with any of the terms or provisions hereof or thereofhereof, will (i) conflict with or violate any provision of a the Organizational Documents of Seller’s certificate of incorporation or bylaws, certificate of formation or limited liability company agreement, certificate of limited partnership, partnership agreement or other governing documents, as applicable (ii) except as set forth on Schedule 2.3 or Schedule 3.4, violate or constitute a breach of or default (with or without notice or lapse of time, or both) under or give rise to a right of termination, modification, or cancelation of any obligation or to the loss of any benefit, any of the terms or provisions of any Material Contract or accelerate any Seller’s obligations of Seller under any such Material ContractContract to which Seller is bound, (iii) violate any Law or Order applicable to Seller or (iiiiv) result in the creation of any Encumbrance (other than a Permitted Encumbrance) on any properties or assets of any owned by Seller, except, in the case of clauses clause (ii) and ), (iii) or (iv), as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effectmaterially and adversely affect Seller’s performance of its material obligations under this Agreement.