Common use of No Approvals or Notices Required; No Conflicts With Instruments Clause in Contracts

No Approvals or Notices Required; No Conflicts With Instruments. The execution, delivery and performance of this Agreement by the Company and the consummation by it of the transactions contemplated hereby will not (i) constitute a violation (with or without the giving of notice or lapse of time) of any provision of applicable law, (ii) require any consent, approval or authorization of any person or governmental authority, (iii) result in a default under, acceleration or termination of, or the creation in any party of the right to accelerate, terminate, modify or cancel, any agreement, lease, franchise, permit, note or other restriction, encumbrance, obligation or liability to which the Company is a party or by which it is bound or to which any of its assets are subject, (iv) result in the creation of any lien or encumbrance upon the Company's assets, (v) conflict with or result in a breach of or constitute a default under any provision of the Company's Certificate of Incorporation or Bylaws, or (vi) conflict with, result in tortious interference as a result of such conflict with, or otherwise violate, any contract or arrangement between the Company and any other person.

No Approvals or Notices Required; No Conflicts With Instruments. The execution, delivery and performance of this Agreement by the Company and the consummation by it of the transactions contemplated hereby will not (i) constitute a violation (with or without the giving of notice or lapse of time) of any provision of applicable law, (ii) require any consent, approval or authorization of any person or governmental authority, (iii) result in a default under, acceleration or termination of, or the creation in any party of the right to accelerate, terminate, modify or cancel, any agreement, lease, franchise, permit, note or other restriction, encumbrance, obligation or liability to which the Company is a party or by which it is bound or to which any of its assets are subject, (iv) result in the creation of any lien or encumbrance upon the Company's assets, (v) conflict with or result in a breach of or constitute a default under any provision of the Company's Certificate of Incorporation or Bylaws, or (vi) conflict with, result in tortious interference as a result of such conflict with, or otherwise violate, any contract or arrangement between the Company and any other person.. 77

No Approvals or Notices Required; No Conflicts With Instruments. The execution, delivery and performance of this Agreement and the other Operative Documents by Parent and the Company and the consummation by it of the transactions contemplated hereby will (as defined in Section 9.9(b))will not (ia) constitute a violation (with or without the giving of notice or lapse of time, or both) of any provision of applicable law, rule, regulation, order, writ, judgment, decree, injunction, determination or award (ii“Law”) applicable to Parent and the Company; (b) require any consent, approval or authorization of any person or governmental authority, Person; (iii) result in a default under, acceleration or termination of, or the creation in any party of the right to accelerate, terminate, modify or cancel, any agreement, lease, franchise, permit, note or other restriction, encumbrance, obligation or liability to which the Company is a party or by which it is bound or to which any of its assets are subject, (iv) result in the creation of any lien or encumbrance upon the Company's assets, (vc) conflict with or result in a breach of or constitute a default under any provision of the Company's ’s Articles of Incorporation or Bylaws or Parent’s Certificate of Incorporation or Bylaws; or (d) result in any breach of, or constitute a default (viwith or without the giving of notice or lapse of time, or both) conflict withunder, or give to others any rights of termination, amendment, acceleration or cancellation of, or result in tortious interference as the creation of any Lien on any of the assets or properties of the Company or Parent pursuant to, any note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise or other instrument relating to such assets or properties, to which either Parent or the Company is a result party or by which any of such conflict with, assets or otherwise violate, any contract properties is bound or arrangement between the Company and any other personaffected.

No Approvals or Notices Required; No Conflicts With Instruments. The execution, delivery and performance of this Agreement by the Company and the consummation other Operative Documents by it of the transactions contemplated hereby Buyer will not (ia) constitute a violation (with or without the giving of notice or lapse of time, or both) of any provision of Law applicable law, to Buyer; (iib) require any consent, approval or authorization of any person or governmental authority, Person; (iii) result in a default under, acceleration or termination of, or the creation in any party of the right to accelerate, terminate, modify or cancel, any agreement, lease, franchise, permit, note or other restriction, encumbrance, obligation or liability to which the Company is a party or by which it is bound or to which any of its assets are subject, (iv) result in the creation of any lien or encumbrance upon the Company's assets, (vc) conflict with or result in a breach of of, or constitute a default under under, any provision of the Company's Certificate Buyer’s Articles of Incorporation or Bylaws; (d) result in any breach or constitute a default (with or without the giving of notice or lapse of time, or (viboth) conflict withunder, or give to others any rights of termination, amendment, acceleration or cancellation of, or result in tortious interference as the creation of any Lien on any of the assets or properties of Buyer pursuant to, any note, bond, mortgage, indenture contract, agreement, lease, license, permit, franchise or other instrument relating to such assets or properties, to which Buyer is a result party or by which any of such conflict with, assets or otherwise violate, any contract properties is bound or arrangement between the Company and any other personaffected.