Common use of No Breach; Consents Clause in Contracts

No Breach; Consents. The execution, delivery and performance of this Agreement by Buyer will not (a) contravene any provision of the Organizational Documents of Buyer; (b) violate or conflict with any Law, Governmental Order or Governmental Authority; (c) conflict with, result in any breach of any of the provisions of, constitute a default (or any event which would, with the passage of time or the giving of notice or both, constitute a default) under, result in a violation of, increase the burdens under, result in the termination, amendment, suspension, modification, abandonment or acceleration of payment (or any right to terminate) or require a Consent, including any Consent under any Contract or Governmental Authorization that is either binding upon or enforceable against Buyer; or (d) require any Governmental Authorization.

No Breach; Consents. The execution, delivery and performance of this Agreement by Buyer will not materially (a) contravene any provision of the Organizational Documents of Buyer; (b) violate or conflict with any Law, Governmental Order or Governmental AuthorityAuthority applicable to Buyer; (c) conflict with, result in any breach of any of the provisions of, constitute a default (or any event which would, with the passage of time or the giving of notice or both, constitute a default) under, result in a violation of, increase the burdens under, result in the termination, amendment, suspension, modification, abandonment or acceleration of payment (or any right to terminate) or require a Consent, including any Consent under any Contract or Governmental Authorization that is either binding upon or enforceable against Buyer; or (d) require any Governmental AuthorizationAuthorization that have a Material Adverse Effect.

No Breach; Consents. The execution, delivery and performance of this Agreement and the Transition Services Agreement by each of Buyer and Parent will not (a) contravene any provision of the its Organizational Documents of BuyerDocuments; (b) violate or conflict with any Law, Governmental Order or Governmental Authority; (c) conflict with, result in any breach of any of the provisions of, constitute a default (or any event which that would, with the passage of time or the giving of notice or both, constitute a default) under, result in a violation of, increase the burdens under, result in the termination, amendment, suspension, modification, abandonment or acceleration of payment (or any right to terminate) or require a Consent, including any Consent under any Contract or Governmental Authorization that is either binding upon or enforceable against BuyerBuyer or Parent; or (d) require any Governmental Authorization.

No Breach; Consents. The execution, delivery and performance of this Agreement by Buyer does not and will not not: (a) contravene any provision of the Organizational Documents of Buyerthe Companies; (b) violate or conflict with any material Law, Governmental Order or Governmental AuthorityAuthorization; (c) conflict with, result in any breach of any of the provisions of, constitute a default (or any event which would, with the passage of time or the giving of notice or both, constitute a default) under, result in a any violation of, increase the burdens under, result in the termination, amendment, suspension, modification, abandonment or acceleration of payment (or any right to terminate) or or, except as set forth on Schedule 4.2, require a Consent, including any Consent under any Material Contract or Governmental Authorization that is either binding upon or enforceable against Buyerany Company; (d) result in the creation of any Encumbrance upon any Company or any of the assets of any Company; or (de) require any Governmental Authorization.

No Breach; Consents. The execution, delivery and performance of this Agreement by Buyer and the Distribution Agreement will not (a) contravene any provision of the Organizational Documents of BuyerParent or Seller; (b) violate or conflict with any Law, Governmental Order or Governmental AuthorityAuthorization; (c) conflict with, result in any breach of any of the provisions of, constitute a default (or any event which would, with the passage of time or the giving of notice or both, constitute a default) under, result in a violation of, increase the burdens under, result in the termination, amendment, suspension, modification, abandonment or acceleration of payment (or any right to terminate) or require a Consent, including any Consent under any Contract or Governmental Authorization that is either binding upon or enforceable against BuyerParent or Seller; (d) result in the creation of any Encumbrance upon Parent, Seller or the Assets; or (de) require any Governmental Authorization.

No Breach; Consents. The execution, delivery and performance of this Agreement by Buyer and Parent will not (a) contravene any provision of the Organizational Documents of BuyerBuyer or Parent; (b) violate or conflict with any Law, Governmental Order or Governmental AuthorityAuthorization; (c) conflict with, result in any breach of any of the provisions of, constitute a default (or any event which that would, with the passage of time or the giving of notice or both, constitute a default) under, result in a violation of, increase the burdens under, result in the termination, amendment, suspension, modification, abandonment or acceleration of payment (or any right to terminate) or require a Consent, including any Consent under any Contract or Governmental Authorization that is either binding upon or enforceable against BuyerBuyer or Parent or any Governmental Authorization that is held by Buyer or Parent; or (d) require any Governmental Authorization.

No Breach; Consents. The execution, delivery and performance of this Agreement by Buyer and Parent will not (a) contravene any provision of the Organizational Documents of BuyerBuyer or Parent; (b) violate or conflict with any Law, Governmental Order or Governmental Authority; (c) conflict with, result in any breach of any of the provisions of, constitute a default (or any event which that would, with the passage of time or the giving of notice or both, constitute a default) under, result in a violation of, increase the burdens under, result in the termination, amendment, suspension, modification, abandonment or acceleration of payment (or any right to terminate) or require a Consent, including any Consent under any Contract or Governmental Authorization that is either binding upon or enforceable against BuyerBuyer or Parent; or (d) require any Governmental Authorization.

No Breach; Consents. The execution, delivery and performance of this Agreement by Buyer will not not: (a) contravene any provision of the Organizational Documents of Buyer; the Company; (b) violate or conflict with any Law, Governmental Order or Governmental Authority; Authorization; (c) conflict with, result in any breach of any of the provisions of, constitute a default (or any event which would, with the passage of time or the giving of notice or both, constitute a default) under, result in a violation of, increase the burdens under, result in the termination, amendment, suspension, modification, abandonment or acceleration of payment (or any right to terminate) or require a Consent, including any Consent under any Contract or Governmental Authorization that is either binding upon or enforceable against Buyer; or the Company; (d) result in the creation of any Encumbrance upon the Company or any of the assets of the Company; or (e) require any Governmental Authorization.

No Breach; Consents. The execution, delivery and performance of this Agreement and the Ancillary Agreements to which Shareholder will become a party by Buyer Shareholder will not (a) contravene any provision of the Organizational Documents of Buyer; (b) violate or conflict with any Law, Governmental Order or Governmental AuthorityAuthorization; (cb) conflict with, result in any breach of any of the provisions of, constitute a default (or any event which would, with the passage of time or the giving of notice or both, constitute a default) under, result in a violation of, increase the burdens under, result in the termination, amendment, suspension, modification, abandonment or acceleration of payment (or any right to terminate) or require a Consent, including any Consent under any Contract or Governmental Authorization that is either binding upon or enforceable against BuyerShareholder; (c) result in the creation of any Encumbrance upon any Company Capital Stock owned by Shareholder; or (d) require any Governmental Authorization.

No Breach; Consents. The execution, delivery and performance of this Agreement and the Distribution Agreement by Buyer will not (a) contravene any provision of the Organizational Documents of Buyer; (b) violate or conflict with any Law, Governmental Order or Governmental Authority; (c) conflict with, result in any breach of any of the provisions of, constitute a default (or any event which would, with the passage of time or the giving of notice or both, constitute a default) under, result in a violation of, increase the burdens under, result in the termination, amendment, suspension, modification, abandonment or acceleration of payment (or any right to terminate) or require a Consent, including any Consent under any Contract or Governmental Authorization that is either binding upon or enforceable against Buyer; or (d) require any Governmental Authorization.