Common use of Consents; No Violations Clause in Contracts

Consents; No Violations. (a) Except for the requisite filings under the HSR Act, if any, and the expiration or termination of the waiting period thereunder, and except for all filings and other actions contemplated by the Transaction Documents (including the necessary transfer of filings, notices and approvals required to transfer the Regulatory Approvals from Seller to Purchaser), the execution, delivery and performance by each of Purchaser, Parent and Opco of the Transaction Documents and the consummation by Purchaser, Parent and Opco of the transactions contemplated thereby will not require any notice to, filing with, or the consent, approval or authorization of, any Person or Governmental Authority. (b) Neither the execution and delivery of the Transaction Documents nor the consummation of the transactions contemplated thereby will (i) violate or result in a breach or result in the acceleration or termination of, or the creation in any Third Party of the right to accelerate, terminate, modify or cancel, any indenture, contract, lease, sublease, loan agreement, note or other obligation or liability to which Purchaser, Parent or Opco is a party or is bound, (ii) conflict with, violate or result in a breach of any provision of the organizational documents of Purchaser, Parent or Opco, or (iii) conflict with or violate in any material respect Applicable Law.

Consents; No Violations. (a) Except for the requisite filings under the HSR Act, if any, Act and the expiration or termination of the waiting period thereunder, and except for all filings and other actions contemplated by this Agreement and the Transaction Documents Ancillary Agreements (including the necessary transfer of filings, notices and approvals required to transfer the Regulatory Approvals from Seller to PurchaserBuyer), the execution, delivery and performance by each Buyer of Purchaser, Parent this Agreement and Opco of the Transaction Documents Ancillary Agreements and the consummation by Purchaser, Parent and Opco Buyer of the transactions contemplated hereby and thereby will not require any notice to, filing with, or the consent, approval or authorization of, any Person or Governmental Authority. (b) Neither the execution and delivery of this Agreement or the Transaction Documents Ancillary Agreements nor the consummation of the transactions contemplated hereby or thereby will (i) violate or result in a breach or result in the acceleration or termination of, or the creation in any Third Party of the right to accelerate, terminate, modify or cancel, any indenture, contract, lease, sublease, loan agreement, note or other obligation or liability to which Purchaser, Parent or Opco Buyer is a party or is bound, (ii) conflict with, violate or result in a breach of any provision of the organizational documents articles of Purchaser, Parent incorporation or Opcoby-laws of Buyer, or (iii) conflict with or violate in any material respect Applicable Law.