Common use of Consent; Absence of Breach Clause in Contracts

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement and any other documents or instruments to be executed and delivered by Debtor in connection herewith, do not and will not: (a) require any consent, approval, authorization, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; (ii) the articles of incorporation, bylaws, or other organic or governance document of Debtor; or (iii) any agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon Debtor or any of its properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of Debtor, other than Liens in favor of Secured Party created pursuant to this Security Agreement and Permitted Liens.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement and any other documents or instruments to be executed and delivered by each Debtor in connection herewith, do not and will not: (a) require any consent, approval, authorization, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; (ii) the articles of incorporation, bylaws, operating agreement, or other organic or governance document of applicable to each Debtor; or (iii) any agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon each applicable Debtor or any of its properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of any Debtor, other than Liens in favor of Secured Party created pursuant to this Security Agreement and Permitted Liens.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement and any other documents or instruments to be executed and delivered by Debtor in connection herewith, do not and will not: (a) require any consent, approval, authorization, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; (ii) the articles of incorporation, bylaws, bylaws or other organic or governance document of Debtor; or (iii) any agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon Debtor or any of its properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of Debtor, other than Liens in favor of Secured Party created pursuant to this Security Agreement and Permitted Liens.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement and any other documents or instruments to be executed and delivered by the Debtor in connection herewith, do not and will not: not (a) require any consent, approval, authorization, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effecteffect and filings with respect to security interests); (b) conflict with: with (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; , (ii) the articles of incorporationincorporation or bylaws of the Debtor, bylaws, or other organic or governance document of Debtor; or (iii) any material agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon the Debtor or any of its respective properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of Debtor, other than Liens in favor of Secured Party the Bank created pursuant to this Security Agreement and Permitted Liensthe other Loan Documents.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement Agreement, the other Loan Documents and any other documents or instruments to be executed and delivered by Debtor the Borrower in connection herewithwith the Loans, and the borrowings by the Borrower hereunder, do not and will not: not (a) require any consent, approval, authorizationauthorization of, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: with (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; , (ii) the articles of incorporationorganization of the Borrower, bylaws, or other organic or governance document of Debtor; or (iii) any material agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon Debtor the Borrower or any of its properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of DebtorBorrower, other than Liens in favor of Secured Party the Bank created pursuant to this Security Agreement and Permitted LiensAgreement.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement and any other documents or instruments to be executed and delivered by each Debtor in connection herewith, do not and will not: not (a) require any consent, approval, authorization, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: with (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; authority except for such conflicts which would not result in a Material Adverse Effect, (ii) the articles of incorporation, bylaws, bylaws or other organic or governance document of each Debtor; , or (iii) any material agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon each Debtor or any of its properties or assetsassets except for such conflicts which would not result in a Material Adverse Effect; or (c) require, or result in, the creation or imposition of any Lien on any asset of each Debtor, other than Liens in favor of Secured Party created pursuant to this Security Agreement and Permitted Liens.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement and any other documents or instruments to be executed and delivered by the Debtor in connection herewith, do not and will not: not (a) require any consent, approval, authorization, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: with (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; , (ii) the articles of incorporation, incorporation or bylaws, partnership agreement, articles of organization, operating agreement or other organic organizational documents of the Debtor or governance document any of Debtor; their Subsidiaries, or (iii) any material agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon the Debtor or any of its their Subsidiaries or any of their respective properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of DebtorDebtor or any of its Subsidiaries, other than Liens in favor of Secured Party the Bank created pursuant to this Security Agreement and Permitted LiensAgreement.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement Agreement, the other Loan Documents and any other documents or instruments to be executed and delivered by Debtor the Borrower in connection herewithwith the Loans, and the borrowings by the Borrower hereunder, do not and will not: not (a) require any consent, approval, authorizationauthorization of, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: with (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; , (ii) the articles Certificate of incorporation, bylaws, Incorporation or bylaws of the Borrower or the organizational documents any of the Operating Subsidiaries or other organic or governance document of Debtor; Subsidiaries, or (iii) any material agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon Debtor the Borrower, any of its Operating Subsidiaries or any of its other Subsidiaries or any of their respective properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of DebtorBorrower, any of its Operating Subsidiaries or any of its other Subsidiaries, other than Liens in favor of Secured Party the Bank created pursuant to this Security Agreement and Permitted LiensAgreement.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement Agreement, the other Loan Documents and any other documents or instruments to be executed and delivered by Debtor the Borrower in connection herewithwith the Letters of Credit, do not and will not: not (a) require any consent, approval, authorizationauthorization of, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: with (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; , (ii) the articles of incorporationorganization of the Borrower, bylaws, or other organic or governance document of Debtor; or (iii) any material agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon Debtor the Borrower or any of its properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of DebtorBorrower, other than Liens in favor of Secured Party the Lender created pursuant to this Security Agreement and Permitted LiensAgreement.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement Agreement, the other Loan Documents and any other documents or instruments to be executed and delivered by Debtor the Borrower in connection herewithwith the Revolving Advances, and the borrowings by the Borrower hereunder, do not and will not: not (a) require any consent, approval, authorizationauthorization of, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: with (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; , (ii) the articles of incorporationorganization of the Borrower, bylaws, or other organic or governance document of Debtor; or (iii) any material agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon Debtor the Borrower or any of its properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of DebtorBorrower, other than Liens in favor of Secured Party the Lender created pursuant to this Security Agreement and Permitted LiensAgreement.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement and any other documents or instruments to be executed and delivered by such Debtor in connection herewith, do not and will notnot to the knowledge of Debtors: (a) require any consent, approval, authorization, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; (ii) the articles of incorporation, bylaws, or other organic or governance document of Debtorsuch Debtor if it is not a natural person; or (iii) any agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon such Debtor or any of its properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of such Debtor, other than Liens in favor of Secured Party created pursuant to this Security Agreement and Permitted Liens.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement Agreement, the other Loan Documents and any other documents or instruments to be executed and delivered by Debtor the Borrowers in connection herewithwith the Loan, and the borrowing by the Borrowers hereunder, do not and will not: not (a) require any consent, approval, authorizationauthorization of, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: with (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; , (ii) the articles of incorporationincorporation or bylaws of the Borrowers, bylaws, or other organic or governance document of Debtor; or (iii) any material agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon Debtor the Borrowers or any of its their properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of DebtorBorrowers, other than Liens in favor of Secured Party the Lender created pursuant to this Security Agreement and Permitted LiensAgreement.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement and any other documents or instruments to be executed and delivered by Debtor in connection herewith, do not and will not: not (a) require any consent, approval, authorization, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: with (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; , (ii) the articles of incorporationincorporation or bylaws of Debtor or any of its Subsidiaries, bylaws, or other organic or governance document of Debtor; or (iii) any material agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon Debtor or any of its Subsidiaries or any of its respective properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of Debtorany Debtor or any of its Subsidiaries, other than Liens in favor of Secured Party the Bank created pursuant to this Security Agreement and Permitted LiensAgreement.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement Agreement, the other Loan Documents and any other documents or instruments to be executed and delivered by Debtor the Borrower in connection herewithwith the Loans, and the borrowings by the Borrower hereunder, do not and will not: not (a) require any consent, approval, authorizationauthorization of, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: with (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; , (ii) the articles of incorporationincorporation or bylaws of the Borrower, bylaws, or other organic or governance document of Debtor; or (iii) any material agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon Debtor the Borrower or any of its properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of DebtorBorrower, other than Liens in favor of Secured Party the Bank created pursuant to this Security Agreement and Permitted LiensAgreement.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement and any other documents or instruments to be executed and delivered by the Debtor in connection herewith, do not and will not: (a) require any consent, approval, authorization, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to Person, including, without limitation, federal or and state securities laws or (other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; (ii) the articles of incorporation, bylaws, operating agreement, or other organic or governance document of applicable to the Debtor; or (iii) any agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon Debtor or any of its properties or assetsassets including, without limitation, any franchise agreement; or (c) require, or result in, the creation or imposition of any Lien on any asset of any Debtor, other than Liens in favor of Secured Party created pursuant to this Security Agreement and Permitted LiensAgreement.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement and any other documents or instruments to be executed and delivered by Debtor in connection herewith, do not and will not: (a) require any consent, approval, authorization, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: (i) to the knowledge of Debtor, any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; (ii) the articles of incorporation, bylaws, or other organic or governance document of Debtor; or (iii) any agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon Debtor or any of its properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of Debtor, other than Liens in favor of Secured Party created pursuant to this Security Agreement and Permitted Liens.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement Agreement, the other Loan Documents and any other documents or instruments to be executed and delivered by Debtor the Borrower or any other Obligor in connection herewiththerewith or with the Loans, and the borrowings by the Borrower hereunder, do not and will not: not (a) require any consent, approval, authorizationauthorization of, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: with (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; , (ii) the articles of incorporationorganization, bylaws, operating agreement or other organic or governance similar organizational document of Debtor; the Borrower or any other Obligor, as applicable, or (iii) any agreement, indenture, instrument or other documentdocument (including, without limitation, any Material Affiliate Credit Agreement), or any judgment, order or decree, which is binding upon Debtor the Borrower or any other Obligor or any of its their respective properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of DebtorBorrower, other than Liens in favor of Secured Party the Bank created pursuant to this Security Agreement and Permitted LiensAgreement.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement and any other documents or instruments to be executed and delivered by Debtor in connection herewith, do not and will not: (a) require any consent, approval, authorization, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; (ii) the articles of incorporation, bylaws, operating agreement, or other organic or governance document of applicable to Debtor; or (iii) any agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon Debtor or any of its properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of Debtor, other than Liens in favor of Secured Party created pursuant to this Security Agreement and Permitted Liens.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement and any other documents or instruments to be executed and delivered by Debtor in connection herewith, do not and will notnot to the knowledge of Debtor: (a) require any consent, approval, authorization, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; (ii) the articles of incorporation, bylaws, or other organic or governance document of Debtor; or (iii) any agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon Debtor or any of its properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of Debtor, other than Liens in favor of Secured Party created pursuant to this Security Agreement and Permitted Liens.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement and any other documents or instruments to be executed and delivered by the Debtor in connection herewith, do not and will not: (a) require any consent, approval, authorization, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; (ii) the articles of incorporation, bylaws, operating agreement, or other organic or governance document of applicable to the Debtor; or (iii) any agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon each applicable Debtor or any of its properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of any Debtor, other than Liens in favor of Secured Party created pursuant to this Security Agreement and Permitted Liens.

Consent; Absence of Breach. The To the best of Debtors’ knowledge, the execution, delivery and performance of this Security Agreement and any other documents or instruments to be executed and delivered by each Debtor in connection herewith, do not and will not: (a) require any consent, approval, authorization, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; (ii) the articles of incorporation, bylaws, operating agreement, or other organic or governance document of applicable to each Debtor; or (iii) any agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon each applicable Debtor or any of its properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of any Debtor, other than Liens in favor of Secured Party created pursuant to this Security Agreement and Permitted Liens.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement Agreement, the other Loan Documents and any other documents or instruments to be executed and delivered by Debtor the Borrowers in connection herewithwith the Loans, and the borrowings by the Borrowers hereunder, do not and will not: not (a) require any consent, approval, authorizationauthorization of, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: with (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; , (ii) the articles of incorporation, bylaws, or other organic or governance document organization and operating agreement of Debtor; any Borrower or (iii) any material agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon Debtor any Borrower or any of its properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of Debtorany Borrower, other than Liens in favor of Secured Party Lender created pursuant to this Security Agreement and Permitted LiensAgreement.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement Agreement, the other Loan Documents and any other documents or instruments to be executed and delivered by Debtor the Borrower in connection herewithwith the Advances, and the borrowings by the Borrower hereunder, do not and will not: not (a) require any consent, approval, authorizationauthorization of, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: with (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; , (ii) the articles of incorporationorganization of the Borrower, bylaws, or other organic or governance document of Debtor; or (iii) any material agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon Debtor the Borrower or any of its properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of DebtorBorrower, other than Liens in favor of Secured Party the Lender created pursuant to this Security Agreement and Permitted LiensAgreement.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement and any other documents or instruments to be executed and delivered by Debtor in connection herewith, do not and will not: (a) require any consent, approval, authorization, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; (ii) the articles of incorporation, bylaws, or other organic or governance document of Debtor; or (iii) any agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon Debtor or any of its their properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of Debtor, other than Liens in favor of Secured Party created pursuant to this Security Agreement and Permitted Liens.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement Agreement, the other Loan Documents and any other documents or instruments to be executed and delivered by Debtor the Borrowers in connection herewithwith the Loans, and the borrowings by the Borrowers hereunder, do not and will not: not (a) require any consent, approval, authorizationauthorization of, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: with (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; , (ii) the articles of incorporation, bylaws, or other organic or governance document organization and operating agreement of Debtor; any Borrower or (iii) any material agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon Debtor any Borrower or any of its properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of Debtorany Borrower, other than Liens in favor of Secured Party Xxxxxx created pursuant to this Security Agreement and Permitted LiensAgreement.

Consent; Absence of Breach. The execution, delivery and performance of this Security Agreement and any other documents or instruments to be executed and delivered by the Debtor in connection herewith, do not and will not: not (a) require any consent, approval, authorization, or filings with, notice to or other act by or in respect of, any governmental authority or any other Person (other than filings or notices pursuant to federal or state securities laws or other than any consent or approval which has been obtained and is in full force and effect); (b) conflict with: with (i) any provision of law or any applicable regulation, order, writ, injunction or decree of any court or governmental authority; , (ii) the articles of incorporation, bylaws, partnership agreement, articles of organization or other organic or governance document trust agreement of the Debtor; , or (iii) any material agreement, indenture, instrument or other document, or any judgment, order or decree, which is binding upon the Debtor or any of its properties or assets; or (c) require, or result in, the creation or imposition of any Lien on any asset of Debtor, other than Liens in favor of Secured Party the Administrative Agent created pursuant to this Security Agreement and Permitted LiensAgreement.