Common use of Governmental Filings; No Violations Clause in Contracts

Governmental Filings; No Violations. (i) Other than the Regulatory Filings, no notices, reports or other filings are required to be made by Purchaser or Merger Sub with, nor are any consents, registrations, approvals, permits or authorizations required to be obtained by Purchaser or Merger Sub from, any Governmental Entity in connection with the execution and delivery of this Agreement by Purchaser and Merger Sub and the consummation of the transactions contemplated hereby by Purchaser and Merger Sub, the failure to make or obtain any or all of which would be reasonably likely to prevent or materially delay the ability of Purchaser or Merger Sub to consummate the transactions contemplated by this Agreement. (ii) The execution and delivery of this Agreement by Purchaser and Merger Sub do not, and the consummation of the transactions contemplated hereby by Purchaser and Merger Sub will not, constitute or result in (i) a breach or violation of, or a default under, the certificate of incorporation or by- laws of Purchaser or Merger Sub or (ii) a breach or violation of, a default under, the acceleration of or the creation of a lien, pledge, security interest or other encumbrance on assets (with or without the giving of notice or the lapse of time) pursuant to, any provision of any Contract of Purchaser or Merger Sub or any law, ordinance, rule or regulation or judgment, decree, order, award or governmental or non-governmental permit or license to which Purchaser or Merger Sub is subject, except, in the case of clause (ii) above, for such breaches, violations, defaults or accelerations that, alone or in the aggregate, would not prevent or materially delay the transactions contemplated by this Agreement. ARTICLE VII

Governmental Filings; No Violations. (i) Other than the Regulatory Filings, no notices, reports or other filings are required to be made by Purchaser or Parent and Merger Sub with, nor are any consents, registrations, approvals, permits or authorizations required to be obtained by Purchaser or Parent and Merger Sub from, any Governmental Entity in connection with the execution and delivery of this Agreement by Purchaser Parent and Merger Sub and the consummation of the transactions contemplated hereby by Purchaser Parent and Merger Sub, except for those the failure to make or obtain any or all of which to be made or obtained would not, individually or in the aggregate, reasonably be reasonably likely to prevent the consummation of, or materially delay impair the ability of Purchaser Parent or Merger Sub to consummate consummate, the transactions contemplated by this Agreement. hereby. (ii) The execution and delivery of this Agreement by Purchaser Parent and Merger Sub do not, and the consummation of the transactions contemplated hereby by Purchaser Parent and Merger Sub will not, constitute or result in (iA) a breach or violation of, or a default under, the certificate Certificate or Articles of incorporation Incorporation or by- laws By-Laws of Purchaser Parent or Merger Sub or (iiB) a breach or violation of, a default under, the acceleration of or the creation of a lien, pledge, security interest or other encumbrance on assets (with or without the giving of notice or the lapse of time) pursuant to, any provision of any Contract of Purchaser Parent or Merger Sub or any law, ordinance, rule or regulation or judgment, decree, order, award or governmental or non-governmental permit or license to which Purchaser Parent or Merger Sub is subject, except, except in the case of clause (iiB) above, for any such breachesbreach, violationsviolation, defaults default, acceleration or accelerations creation that, alone individually or in the aggregate, would is not reasonably likely to prevent the consummation of, or materially delay impair the ability of Parent or Merger Sub to consummate, the transactions contemplated by this Agreement. ARTICLE VIIhereby.

Governmental Filings; No Violations. (i) Other than Except as set forth on Schedule 3.2(c) hereto, to the Regulatory FilingsPurchaser's best knowledge, no notices, reports notices or other filings are required to be made by Purchaser or Merger Sub any Subsidiary Purchaser with, nor are any consents, registrations, approvals, permits or authorizations required to be obtained by Purchaser or Merger Sub any Subsidiary Purchaser from, any Governmental Entity governmental or regulatory authorities in connection with the execution and delivery of this Agreement Agreement, the execution and delivery by Purchaser and Merger Sub or any Subsidiary Purchaser of each other agreement or instrument to be executed in connection herewith, and the consummation by the Purchaser or any Subsidiary Purchaser of the transactions contemplated hereby by Purchaser and Merger Subor thereby, the failure to make or obtain any or all of which would be reasonably likely to prevent could prevent, materially delay or materially delay the ability of Purchaser or Merger Sub to consummate burden the transactions contemplated by this Agreement. . (ii) The execution and delivery of this Agreement by Purchaser and Merger Sub do not, and the consummation of the transactions contemplated hereby by Purchaser and Merger Sub or any Subsidiary Purchaser will not, constitute or result in (ix) a breach or violation of, or a default under, the certificate of incorporation or by- laws of Purchaser or Merger Sub or (ii) a breach or violation of, a default under, the acceleration of or the creation of a lien, pledge, security interest or other encumbrance on assets (with or without the giving of notice or the lapse of time) pursuant to, any provision of any Contract material agreement, lease, contract, note, mortgage or indenture of Purchaser or Merger Sub any of its subsidiaries or any law, ordinance, rule or regulation or judgment, decree, order, award or governmental or non-governmental permit or license to which Purchaser or Merger Sub any of its subsidiaries is subject, except, in the case of clause (ii) aboveany such case, for such breaches, violations, defaults or accelerations that, alone or in the aggregate, would as is not reasonably likely to prevent or materially delay or materially burden the transactions contemplated by this Agreement. ARTICLE VII, or (y) a breach or violation of, or default under, the certificate of incorporation or the by-laws of Purchaser or any Subsidiary Purchaser.

Governmental Filings; No Violations. (i) Other than the Regulatory Filings, no notices, reports or other filings are required to be made by Purchaser or Merger Sub with, nor are any consents, registrations, approvals, permits or authorizations required to be obtained by Purchaser or Merger Sub from, any Governmental Entity in connection with the execution and delivery of this Agreement by Purchaser and Merger Sub and the consummation of the transactions contemplated hereby by Purchaser and Merger Sub, the failure to make or obtain any or all of which would be reasonably likely to prevent or materially delay the ability of Purchaser or Merger Sub to consummate the transactions contemplated by this Agreement. . (ii) The execution and delivery of this Agreement by Purchaser and Merger Sub do not, and the consummation of the transactions contemplated hereby by Purchaser and Merger Sub will not, constitute or result in (i) a breach or violation of, or a default under, the certificate of incorporation or by- by-laws of Purchaser or Merger Sub or (ii) a breach or violation of, a default under, the acceleration of or the creation of a lien, pledge, security interest or other encumbrance on assets (with or without the giving of notice or the lapse of time) pursuant to, any provision of any Contract of Purchaser or Merger Sub or any law, ordinance, rule or regulation or judgment, decree, order, award or governmental or non-governmental permit or license to which Purchaser or Merger Sub is subject, except, in the case of clause (ii) above, for such breaches, violations, defaults or accelerations that, alone or in the aggregate, would not prevent or materially delay the transactions contemplated by this Agreement. ARTICLE VII.