Common use of No Approvals or Conflicts Clause in Contracts

No Approvals or Conflicts. The execution and delivery by Purchaser of this Agreement does not, and the consummation by Purchaser of the transactions contemplated hereby will not (i) violate, conflict with or result in a breach of any provision of the Amended and Restated Articles of Incorporation or the Bylaws of Purchaser, (ii) violate, conflict with or result in a breach of any provision of, or constitute a default (or an event which, with notice or lapse of time or both, would constitute a default) under, give rise to a right of termination, cancellation, modification or acceleration of any obligation or loss of benefit under, or result in the creation of any lien, security interest, charge or encumbrance upon any of the properties of Purchaser or on Purchaser's interest in the Purchaser Shares under, any note, bond, mortgage, indenture, deed of trust, license, franchise, permit, lease, contract, agreement or other instrument to which Purchaser or any of its properties or assets are or may be bound, (iii) violate any order, injunction, judgment, ruling, law or regulation of any court or governmental authority applicable to Purchaser or any of its properties or assets, or (iv) except for applicable requirements of the Exchange Act and the rules and regulations promulgated thereunder, require any consent, approval or authorization of, or notice to, or declaration, filing or registration with, any governmental or regulatory authority or other third party.

No Approvals or Conflicts. The Except as set forth in Section 3.4 of the Disclosure Schedule, neither the execution and delivery by Purchaser of this Agreement does notAgreement, and nor the consummation by Purchaser each Seller of the transactions contemplated hereby will not will: (ia) violate, conflict with or result in a breach of any provision of the Amended and Restated Articles certificate of Incorporation incorporation or the Bylaws charter papers or bylaws or other organizational documents of Purchasersuch Seller; (b) violate any order, injunction, judgment, ruling, law or regulation of any court or governmental authority to which such Seller or its subsidiaries or any of their respective properties is subject; (iic) violate, conflict with or result in a breach of any provision of, or constitute a default (or an event which, with notice or lapse of time or both, would constitute a default) under, give rise to a right of termination, cancellation, modification or acceleration of any obligation or loss of benefit under, or result in the creation of any lien, security interest, charge or encumbrance upon any of the Seller's properties of Purchaser or on Purchaser's interest in the Purchaser Shares under, under any note, bond, mortgage, indenture, deed of trust, license, franchise, permit, lease, contract, agreement or other instrument to which Purchaser Sellers or their subsidiaries or any of its their respective properties or assets are or may be bound, (iii) violate any order, injunction, judgment, ruling, law or regulation of any court or governmental authority applicable to Purchaser or any of its properties or assets, or (ivd) except for applicable requirements of the Exchange HSR Act and the rules and regulations promulgated thereunderExchange Act, require any consent, approval or authorization of, or notice to, or declaration, filing or registration with, any governmental or regulatory authority or other third party. Except as set forth on Section 3.4 of the Disclosure Schedule, no consent or approval of or notification to any governmental authority is required in connection with the execution and delivery by such Seller of this Agreement or the consummation of the transactions contemplated hereby.

No Approvals or Conflicts. The execution and Except as set forth on Section 5.12 of the Disclosure Schedule, neither the execution, delivery nor performance by Purchaser Company of this Agreement does not, and nor the consummation by Purchaser Company of the transactions contemplated hereby will not (ia) violate, conflict with or result in a breach of any provision of the Amended and Restated Articles articles of Incorporation incorporation, by-laws, articles of organization, operating agreement or other similar organizational or governing documents of the Bylaws of PurchaserCompany, (iib) violate, conflict with or result in a breach of any provision of, or constitute a default (with or an event which, with without notice or lapse of time or both, would constitute ) a default) under, default (or give rise to a any right of termination, cancellation, modification cancellation or acceleration of any obligation or loss of benefit acceleration) under, or result in the termination of, or accelerate or alter in any way the performance required by or result in the creation of or give any lien, security interest, charge or encumbrance upon party the right to create any Lien on any asset of the properties of Purchaser or on Purchaser's interest in the Purchaser Shares under, Company under any note, bond, mortgage, indentureloan agreement, Contract, deed of trust, license, franchise, permit, leaseinstrument, contract, agreement lease or other instrument agreement to which Purchaser the Company or any of its properties or assets are or may be bound, (iiic) violate any order, injunction, judgment, ruling, law or regulation of any court or governmental authority Law applicable to Purchaser the Company or any of its properties assets or assetsproperties, or (ivd) except for applicable requirements of the Exchange Act and the rules and regulations promulgated thereunder, require any consent, approval or authorization of, or notice to, or declaration, filing or registration with, any governmental or regulatory authority Governmental Authority or other third partyparty in connection with the execution, delivery and performance of this Agreement by the Company to enable the Company to conduct the Business and their operations immediately after the Closing in the same manner in which they are presently conducted.

No Approvals or Conflicts. The Neither the execution and delivery by Purchaser or Holdings of this Agreement does not, and nor the consummation by Purchaser and Holdings of the transactions contemplated hereby will not (i) violate, conflict with or result in a breach of any provision of the Amended and Restated Articles certificate of Incorporation incorporation or the Bylaws by-laws of Purchaser, (ii) violate, conflict with or result in a breach of any provision of, conflict with or result in a breach of any provision of, or constitute a default (or an event which, with notice or lapse of time or both, would constitute a default) under, give rise to a right of termination, cancellation, modification or acceleration of any obligation or loss of benefit under, or result in the creation of any lien, security interest, charge or encumbrance Lien upon any of the properties of Purchaser or on Purchaser's interest in or Holdings' properties under, or cause the Purchaser Shares undertermination or modification of, or give any other Person the right to terminate or modify, any note, bond, mortgage, indenture, deed of trust, license, franchise, permit, lease, contract, agreement or other instrument to which either Holdings or Purchaser or any of its their respective properties or assets are or may be bound, (iii) violate any order, injunction, judgment, ruling, law or regulation of any court or governmental authority Law applicable to either Holdings or Purchaser or any of its properties or assetsrespective properties, or (iv) except for applicable requirements of the Exchange Act and the rules and regulations promulgated thereunder, require any consent, approval or authorization of, or notice to, or declaration, filing or registration with, any governmental or regulatory authority Governmental Body or other third partyparty other than filings under the HSR Act and the filing of the Certificate of Merger with the Secretary of State of the State of Delaware.

No Approvals or Conflicts. The execution execution, delivery and delivery performance by Purchaser the Buyer of this Agreement does not, and the Ancillary Agreements to which it is a party and the consummation by Purchaser the Buyer of the transactions contemplated hereby and thereby do not and will not (ia) violate, conflict with or result in a breach by the Buyer of (i) its organizational documents (including its certificate of incorporation and bylaws) or (ii) any provision resolution(s) adopted by the board of directors of the Amended and Restated Articles of Incorporation or the Bylaws of PurchaserBuyer, (iib) violate, conflict with or result in a breach of any provision of, or constitute a default by the Buyer (or create an event whichthat, with notice or lapse of time or both, would constitute a default) under, or give rise to a any payment or other penalty or any right of termination, cancellation, modification cancellation or acceleration of any obligation or loss of benefit under, or result in the creation of any lien, security interest, charge or encumbrance Encumbrance upon any of the properties of Purchaser or on Purchaser's interest in the Purchaser Shares Buyer under, any material note, bond, mortgage, indenture, deed of trust, license, franchise, permitPermit, lease, contract, agreement or other material instrument to which Purchaser the Buyer or any of its properties may be bound, (c) violate or result in a material breach of any Governmental Order or Law applicable to the Buyer or any of its properties or assets are or may be bound, (iiid) violate require any order, injunction, judgment, ruling, law or regulation of any court or governmental authority applicable to Purchaser or any of its properties or assets, or (iv) except for applicable requirements of the Exchange Act and the rules and regulations promulgated thereunder, require any consent, approval or authorization of, or notice to, or declaration, filing filing, application, qualification or registration with, any governmental or regulatory authority or other third partyGovernmental Authority.