Common use of Consents and Approvals; No Conflicts Clause in Contracts

Consents and Approvals; No Conflicts. Subject to the recordation of any Seller Documents as appropriate, (i) to the best of Seller’s knowledge, no filing with, and no permit, authorization, consent or approval of, any Governmental Authority or other Person is necessary for execution or delivery by Seller of any of the Seller Documents, or the performance by Seller of any of its obligations under any of the Seller Documents or the consummation by Seller of the transaction described in this Agreement, and (ii) neither the execution and delivery by Seller of any of the Seller Documents, nor the performance by Seller of any of its obligations under any of the Seller Documents, nor the consummation by Seller of the transaction described in this Agreement, will: (A) violate any provision of Seller’s organizational or governing documents; (B) to the best of Seller’s knowledge, violate any Applicable Law to which Seller is subject; or (C) to best of Seller’s knowledge, result in a violation or breach of, or constitute a default under any of the Contracts, or (D) to the best of Seller’s knowledge, result in the creation or imposition of any lien or encumbrance on the Property or any portion thereof.

Consents and Approvals; No Conflicts. Subject to the Seller Board Approval, the approval of the appropriate Governmental Authorities in connection with the transfer of the Licenses and Permits, and the recordation of any Seller Documents as appropriate, and except as disclosed in Schedule 7.1.3, (i) to the best of Seller’s knowledge, no filing with, and no permit, authorization, consent or approval of, any Governmental Authority or other Person is necessary for execution or delivery by Seller of any of the Seller Documents, or the performance by Seller of any of its obligations under any of the Seller Documents or the consummation by Seller of the transaction described in this Agreement, except to the extent the failure to obtain such permit, authorization, consent or approval would not have a material adverse effect on the Property, the Business, or Seller’s ability to consummate the transaction described in this Agreement, and (ii) neither the execution and delivery by Seller of any of the Seller Documents, nor the performance by Seller of any of its obligations under any of the Seller Documents, nor the consummation by Seller of the transaction described in this Agreement, will: (A) violate any provision of Seller’s organizational or governing documents; (B) to the best of Seller’s knowledge, violate any Applicable Law to which Seller or the Property is subject; or (C) to best of Seller’s knowledge, result in a violation or breach of, or constitute a default under any of the Material Contracts, except to the extent such violation, breach or default would not have a material adverse effect on the Property, the Business, or Seller’s ability to consummate the transaction described in this Agreement, or (D) to the best of Seller’s knowledge, result in the creation or imposition of any lien or encumbrance on the Property or any portion thereof.

Consents and Approvals; No Conflicts. Subject to the recordation recording of any Seller Documents Sellers’ Documents, as appropriate, (i) to the best of Seller’s knowledge, no filing with, and no permit, authorization, consent or approval of, any Governmental Authority or other Person is necessary for execution or delivery by Seller Sellers of any of the Seller Sellers’ Documents, or the performance by Seller Sellers of any of its their obligations under this Agreement or any of the Seller Sellers’ Documents or the consummation by Seller Sellers of the transaction transactions described in this Agreement, except to the extent such permit, authorization, consent or approval (a) has been or will be obtained by the applicable Seller prior to or at Closing or (b) obtaining such permit, authorization, consent or approval is Purchaser’s responsibility hereunder, and (ii) neither the execution and delivery by Seller Sellers of this Agreement or any of the Seller Sellers’ Documents, nor the performance by Seller Sellers of any of its their obligations under this Agreement or any of the Seller Sellers’ Documents, nor the consummation by Seller Sellers of the transaction transactions described in this Agreement, will: will (A) violate any provision of Seller’s Sellers’ organizational or governing documents; , (B) to the best of Seller’s knowledge, violate any Applicable Law to which Seller is Sellers are subject; or , (C) to best of Seller’s knowledge, result in a violation or breach of, or constitute a default under any of the ContractsContracts that affect Sellers or any of the Assets in any respect, or (D) to the best of Seller’s knowledge, result in the creation or imposition of any lien or encumbrance on any of the Property Assets or any portion thereof.

Consents and Approvals; No Conflicts. Subject to the recordation of any the Seller Documents as appropriate, the approval of the appropriate Governmental Authorities in connection with the transfer of the Licenses and Permits, and except as disclosed in the Seller Due Diligence Materials, (i) to the best of Seller’s knowledge, no filing with, and no permit, authorization, consent or approval of, any Governmental Authority or other Person is necessary for execution or delivery by Seller of any of the Seller Documents, or the performance by Seller of any of its obligations under any of the Seller Documents or the consummation by Seller of the transaction described in this Agreement, except to the extent the failure to obtain such permit, authorization, consent or approval would not have a material adverse effect on the Business, or Seller’s ability to consummate the transaction described in this Agreement, and (ii) neither the execution and delivery by Seller of any of the Seller Documents, nor the performance by Seller of any of its obligations under any of the Seller Documents, nor the consummation by Seller of the transaction described in this Agreement, will: (A) violate any provision of Seller’s organizational or governing documents; (B) to the best of Seller’s knowledge, violate any Applicable Law to which Seller is subject; or (C) to best of Seller’s knowledge, result in a violation or breach of, or constitute a default under any of the Material Contracts, except to the extent such violation, breach or default would not have a material adverse effect on the Business, or Seller’s ability to consummate the transaction described in this Agreement, or (D) to the best of Seller’s knowledge, result in the creation or imposition of any lien or encumbrance on the Property or any portion thereof.

Consents and Approvals; No Conflicts. Subject to the recordation recording of any Seller of the Seller’s Documents as appropriate, and except as set forth on Schedule 5.1.4, (i) to the best of Seller’s knowledge, no filing with, and no permit, authorization, consent or approval of, any Governmental Authority or other Person is necessary for execution or delivery by the Seller of any of the Seller Seller’s Documents, or the performance by the Seller of any of its obligations under this Agreement or any of the Seller Seller’s Documents or the consummation by the Seller of the transaction transactions described in this Agreement, except to the extent such permit, authorization, consent or approval has been or will be obtained by the Seller prior to Closing and (ii) neither the execution and delivery by Seller the Sellers of this Agreement or any of the Seller Seller’s Documents, nor the performance by Seller the Sellers of any of its their obligations under this Agreement or any of the Seller Seller’s Documents, nor the consummation by Seller the Sellers of the transaction transactions described in this Agreement, will: will (A) violate any provision of Seller’s any of the Sellers’ organizational or governing documents; , (B) to the best of Seller’s knowledge, violate any Applicable Law to which Seller is the Sellers are subject; or , (C) to best of Seller’s knowledge, result in a violation or breach of, or constitute a default under under, result in the acceleration of, or create in any Person the right to accelerate, terminate, modify or cancel, any of the Material Contracts, or (D) to the best of Seller’s knowledge, result in the creation or imposition of any lien or encumbrance on any of the Property Assets or any portion thereof.

Consents and Approvals; No Conflicts. Subject to the recordation of any Seller Documents as appropriate, (i) to the best of Seller’s knowledge, no No filing with, and no permit, authorization, consent or approval of, any Governmental Authority or other Person is necessary for execution or delivery by the Seller of this Agreement or any of the Seller Seller’s Documents, or the performance by the Seller of any of its obligations under this Agreement or any of the Seller Documents Seller’s Documents, or the consummation by the Seller of the transaction described in transactions contemplated by this Agreement, and (ii) neither Agreement or any of the Seller’s Documents. Neither the execution and delivery by the Seller of this Agreement or any of the Seller Seller’s Documents, nor the performance by the Seller of any of its obligations under this Agreement or any of the Seller Seller’s Documents, nor the consummation by Seller of the transaction transactions described in this Agreement, will: (Aa) violate any provision of Seller’s the organizational or governing documentsdocuments of the Seller or any of the Company and its Subsidiaries; (Bb) to the best of Seller’s knowledge, violate any Applicable Law to which the Seller or any of the Company and its Subsidiaries is subject; or (Cc) to best of Seller’s knowledge, result in a violation or breach of, of or constitute a default under any material contract, agreement or other instrument or obligation to which the Seller is a party or by which any of the Contracts, or (D) to the best of Seller’s knowledge, result in the creation or imposition of any lien or encumbrance on the Property or any portion thereofproperties are subject.