Common use of No Conflict; Consents and Approvals Clause in Contracts

No Conflict; Consents and Approvals. (a) The execution, delivery and performance of this Agreement by the Parent Entities, and the consummation by the Parent Entities of the transactions contemplated hereby, do not and will not (i) conflict with or violate the organizational or governing documents of any Parent Entity, (ii) assuming that all consents, approvals and authorizations contemplated by clauses (i) through (v) of subsection (b) below have been obtained and all filings described in such clauses have been made, conflict with or violate any Law applicable to Parent or Merger Sub or by which any of their respective properties are bound or (iii) result in any breach or violation of, or constitute a default (or an event which with notice or lapse of time or both would become a default), or result in the loss of a benefit under, result in the creation or imposition of any Lien or give rise to any right of termination, cancellation, amendment or acceleration of, any Contract to which Parent or Merger Sub is a party or by which Parent or Merger Sub or any of their respective properties are bound, except, in the case of clauses (ii) and (iii), for any such conflict, breach, violation, default, loss, right or other occurrence that would not, individually or in the aggregate, reasonably be expected to have a Parent Material Adverse Effect.

No Conflict; Consents and Approvals. (a) The execution, delivery and performance of this Agreement and the Ancillary Agreements to which it is a party, by the Parent Entities, Gamma and the consummation by the Parent Entities Gamma of the transactions contemplated herebyAcquiror Transactions, do not and will not (i) conflict with or violate the organizational or governing documents Organizational Documents of any Parent EntityGamma, (ii) assuming that all consents, approvals and authorizations contemplated by clauses (i) through (v) of subsection (b) below have been obtained and all filings described in such clauses have been made, conflict with or violate any Law applicable to Parent or Merger Sub Gamma or by which any of their respective its properties are bound or (iii) result in any breach or violation of, or constitute a default (or an event which with notice or lapse of time or both would become a default), or result in the loss of a benefit under, result in the creation or imposition of any Lien or give rise to any right of termination, cancellation, amendment or acceleration of, any Contract material contract to which Parent or Merger Sub Gamma is a party or by which Parent or Merger Sub Gamma or any of their its respective properties are bound, except, in the case of clauses (ii) and (iii), for any such conflict, breach, violation, default, loss, right or other occurrence that would not, individually or in the aggregate, reasonably be expected to have a Parent an Acquiror Material Adverse Effect.

No Conflict; Consents and Approvals. (a) The execution, delivery and performance of this Agreement by the Parent Entitiesand Merger Sub, and the consummation by the Parent Entities and Merger Sub of the transactions contemplated hereby, do not and will not (i) conflict with or violate the organizational certificate of incorporation or governing documents bylaws of any Parent Entityor Merger Sub, (ii) assuming that all consents, approvals and authorizations contemplated by clauses (i) through (v) of subsection (b) below have been obtained and all filings described in such clauses have been made, conflict with or violate any Law applicable to Parent or Merger Sub or by which any of their respective properties are bound or (iii) result in any breach or violation of, or constitute a default (or an event which with notice or lapse of time or both would become a default), or result in the loss of a benefit under, result in the creation or imposition of any Lien or give rise to any right of termination, cancellation, amendment or acceleration of, any Contract to which Parent or Merger Sub is a party or by which Parent or Merger Sub or any of their respective properties are bound, except, in the case of clauses (ii) and clause (iii), for any such conflict, violation, breach, violation, default, loss, right or other occurrence that would not, individually or in the aggregate, reasonably be expected to have a Parent Material Adverse Effect.

No Conflict; Consents and Approvals. (a) The execution, delivery and performance of this Agreement by the Parent Entities, and the consummation by the Parent Entities of the transactions contemplated hereby, do not and will not (i) conflict with or violate the organizational or governing documents of any Parent Entity, (ii) assuming that all consents, approvals and authorizations contemplated by clauses (i) through (vvi) of subsection (b) below have been obtained and all filings described in such clauses have been made, conflict with or violate any Law applicable to Parent or Merger Sub any of its Subsidiaries or by which any of their respective properties are bound or (iii) result in any breach or violation of, or constitute a default (or an event which with notice or lapse of time or both would become a default), or result in the loss of a benefit under, result in the creation or imposition of any Lien or give rise to any right of termination, cancellation, amendment or acceleration of, any Parent Material Contract to which Parent or Merger Sub any of its Subsidiaries is a party or by which Parent or Merger Sub any of its Subsidiaries or any of their respective properties are bound, except, in the case of clauses (ii) and (iii), for any such conflict, breach, violation, default, loss, right or other occurrence that would not, individually or in the aggregate, reasonably be expected to have a Parent Material Adverse EffectEffect on the Parent Entities.

No Conflict; Consents and Approvals. (a) The execution, delivery and performance of this Agreement and the Ancillary Agreements to which it is a party by the Parent Entities, and the consummation by the Parent Entities of the transactions contemplated herebyTransactions, do not and will not (i) conflict with or violate the organizational or governing documents Organizational Documents of any Parent EntityParent, (ii) assuming that all consents, approvals and authorizations contemplated by clauses (i) through (v) of subsection (b) below have been obtained and all filings described in such clauses have been made, conflict with or violate any Law applicable to Parent or Merger Sub or by which any of their respective its properties are bound or bound, (iii) result in any breach or violation of, or constitute a default (or an event which with notice or lapse of time or both would become a default), or result in the loss of a benefit under, result in the creation or imposition of any Lien or give rise to any right of termination, cancellation, amendment or acceleration of, any material Contract to which Parent or Merger Sub is a party or by which Parent or Merger Sub or any of their respective its properties are bound, or (iv) conflict with any condition to the Financing, except, in the case of clauses (ii) and (iii), for any such conflict, breach, violation, default, loss, right or other occurrence that would not, individually or in the aggregate, reasonably be expected to have a Parent Material Adverse Effect.

No Conflict; Consents and Approvals. (a) The execution, delivery and performance of this Agreement by the Parent Entitiesand Merger Sub, and the consummation by the Parent Entities and Merger Sub of the transactions contemplated hereby, do not and will not (i) conflict with or violate the organizational memorandum and articles of association of Parent or governing documents the articles of any Parent Entityincorporation or bylaws of Merger Sub, (ii) assuming that all consents, approvals and authorizations contemplated by clauses (i) through (v) of subsection (b) below have been obtained and all filings described in such clauses have been made, conflict with or violate any Law applicable to Parent or Merger Sub or by which any of their respective properties are bound bound, or (iii) result in any breach or violation of, or constitute a default (or an event which with notice or lapse of time or both would become a default), or result in the loss of a benefit under, result in the creation or imposition of any Lien or give rise to any right of termination, cancellation, amendment or acceleration of, any Contract to which Parent or Merger Sub is a party or by which Parent or Merger Sub or any of their respective properties are bound, except, in the case of clauses (ii) and (iii), for any such conflict, breach, violation, default, loss, right or other occurrence that would not, individually or in the aggregate, reasonably be expected to have a Parent Material Adverse Effect.

No Conflict; Consents and Approvals. (a) The execution, delivery and performance of this Agreement by the Parent Entitiesand Merger Sub do not, and the consummation by the Parent Entities and Merger Sub of the Merger and the other transactions contemplated hereby, do not and will not (i) conflict with or violate the organizational certificate of incorporation or governing documents bylaws of any Parent Entityor Merger Sub, (ii) assuming that all consents, approvals and authorizations contemplated by clauses (i) through (viv) of subsection (b) below have been obtained and all notices and filings described in such clauses have been made, conflict with or violate any Law or any settlement, injunction or award of any Governmental Entity, in each case applicable to Parent or Merger Sub or by which any of their respective properties are bound Sub, or (iii) result in any breach or violation of, or constitute a default (or an event which with notice or lapse of time or both would become a default), or result in the loss of a benefit ) under, result in the creation a right of payment or imposition loss of any Lien or benefit under, give rise to any right of termination, cancellation, amendment cancellation or acceleration of, or result in the creation of any Contract to which Lien upon any of the material properties or assets of Parent or Merger Sub is a party or by which Parent or Merger Sub or any of their respective properties are bound, except, (including the Acquired Companies following the Effective Time) except in the case of clauses (ii) and (iii)) above, for any such conflict, breach, violation, default, loss, right or other occurrence that as would not, individually or in the aggregate, not reasonably be expected to have a Parent Material Adverse Effectprevent, materially delay, or impair the consummation of the Merger or the other transactions contemplated by this Agreement.

No Conflict; Consents and Approvals. (a) The execution, delivery and performance of this Agreement by the Parent Entitiesand Merger Sub, and the consummation by the Parent Entities and Merger Sub of the transactions contemplated hereby, do not and will not (i) conflict with or violate the organizational certificate of incorporation or governing documents bylaws of any Parent Entityor Merger Sub, (ii) assuming that all consents, approvals and authorizations contemplated by clauses (i) through (v) of subsection (b) below have been obtained and all filings described in such clauses have been made, conflict with or violate any Law applicable to Parent or Merger Sub or by which any of their respective properties are bound or (iii) result in any breach or violation of, or constitute a default (or an event which with notice or lapse of time or both would become a default), or result in the loss of a benefit under, result in the creation or imposition of any Lien or give rise to any right of termination, cancellation, amendment or acceleration of, any Contract to which Parent or Merger Sub is a party or by which Parent or Merger Sub or any of their respective properties are bound, except, in the case of clauses (ii) and (iii), for any such conflict, breach, violation, default, loss, right or other occurrence that would not, individually or in the aggregate, reasonably be expected to have a Parent Material Adverse Effect.

No Conflict; Consents and Approvals. (a) The execution, delivery and performance of this Agreement by the Parent Entitiesand Merger Sub do not, and the consummation by the Parent Entities and Merger Sub of the Merger and the other transactions contemplated hereby, do not and will not (i) conflict with or violate the organizational certificate of incorporation or governing documents bylaws of any Parent Entityor Merger Sub, (ii) assuming that all consents, approvals and authorizations contemplated by clauses (i) through (viv) of subsection (b) below have been obtained and all notices and filings described in such clauses have been made, conflict with or violate any Law or any settlement, injunction or award of any Governmental Entity, in each case applicable to Parent or Merger Sub or by which any of their respective properties are bound Sub, or (iii) result in any breach or violation of, or constitute a default (or an event which with notice or lapse of time or both would become a default), or result in the loss of a benefit ) under, result in the creation a right of payment or imposition loss of any Lien or benefit under, give rise to any right of termination, cancellation, amendment cancellation or acceleration of, or result in the creation of any Contract to which Lien upon any of the material properties or assets of Parent or Merger Sub is a party or by which Parent or Merger Sub or any of their respective properties are bound, except, (including the Acquired Companies following the Effective Time) except in the case of clauses (ii) and (iii)) above, for any such conflict, breach, violation, default, loss, right or other occurrence that as would not, individually or in the aggregate, not reasonably be expected to have a Parent Material Adverse Effectprevent, materially delay, or impair the consummation of the Merger or the Charter Amendment or the other transactions contemplated by this Agreement.

No Conflict; Consents and Approvals. (a) The execution, delivery and performance of this Agreement by the Parent Entitiesand Merger Sub, and the consummation by the Parent Entities and Merger Sub of the transactions contemplated hereby, do not and will not (i) conflict with or violate the organizational certificate of incorporation or governing documents bylaws of any Parent Entityor Merger Sub, (ii) assuming that all consents, approvals and authorizations contemplated by clauses (i) through (vvi) of subsection (b) below have been obtained and all filings described in such clauses have been made, conflict with or violate any Law applicable to Parent or Merger Sub or by which any of their respective properties are bound or (iii) result in any breach or violation of, or constitute a default (or an event which with notice or lapse of time or both would become a default), or result in the loss of a benefit under, result in the creation or imposition of any Lien or give rise to any right of termination, cancellation, amendment or acceleration of, any Contract to which Parent or Merger Sub is a party or by which Parent or Merger Sub or any of their respective properties are bound, except, in the case of clauses (ii) and (iii), for any such conflict, breach, violation, default, loss, right or other occurrence that would not, individually or in the aggregate, have or reasonably be expected to have a Parent Material Adverse Effect.

No Conflict; Consents and Approvals. (a) The execution, delivery and performance of this Agreement by the Parent EntitiesHoldings, and the consummation by the Parent Entities Holdings of the transactions contemplated herebyTransactions to which it is a party, do not and will not (i) conflict with or violate the organizational Organizational Documents of Holdings or governing documents of any Parent Entitythe General Partner, (ii) assuming that all consents, approvals and authorizations contemplated by clauses (i) through (viv) of subsection (b) below have been obtained and all filings described in such clauses have been made, conflict with or violate any Law applicable to Parent Holdings or Merger Sub the General Partner or by which any of their respective properties are bound bound, including the GP Equity Interest, or (iii) result in any breach or violation of, or constitute a default (or an event which with notice or lapse of time or both would become a default), or result in the loss of a benefit under, result in the creation or imposition of any Lien or give rise to any right of termination, cancellation, amendment or acceleration of, any Contract to which Parent or Merger Sub Holdings is a party or by which Parent or Merger Sub Holdings or any of their respective its properties are bound, except, in the case of clauses (ii) and (iii), for any such conflict, breach, violation, default, loss, right or other occurrence that would not, individually or in the aggregate, be reasonably be expected likely to have a Parent Partnership Material Adverse Effect.

No Conflict; Consents and Approvals. (a) The execution, delivery and performance of this Agreement by the Parent EntitiesMerger Sub, and the consummation by the Parent Entities Merger Sub of the transactions contemplated hereby, do not and will not, except, in the case of clauses (ii) through (iv), as would not reasonably be expected to have a Material Adverse Effect, (i) conflict with or violate the organizational or governing documents of any Parent EntityCompany Constituent Documents, (ii) assuming that all consents, approvals and authorizations contemplated by clauses (i) through (v) of subsection (b) below have been obtained and all filings described in such clauses have been made, conflict with or violate any Law or any settlement, injunction or award of any Governmental Authority, in each case that is applicable to Parent or the Merger Sub or by which any of their respective properties are bound or Sub, (iii) result in any breach or violation of, or constitute a default (or an event which with notice or lapse of time or both would become a default), or result in the a right of guaranteed payment or loss of a benefit under, result in the creation or imposition of any Lien or give rise to any right of termination, cancellation, amendment or acceleration of, any Contract to which Parent or the Merger Sub is a party or by which Parent or the Merger Sub is bound, or (iv) result in the creation of any Lien upon any of their respective properties are bound, except, in the case assets of clauses (ii) and (iii), for any such conflict, breach, violation, default, loss, right or other occurrence that would not, individually or in the aggregate, reasonably be expected to have a Parent Material Adverse EffectMerger Sub.

No Conflict; Consents and Approvals. (a) The execution, delivery and performance of this Agreement by the Parent Entitiesand Merger Sub, and the consummation by the Parent Entities and Merger Sub of the transactions contemplated hereby, do not and will not (i) conflict with or violate the organizational certificate of incorporation or bylaws or equivalent governing documents of any Parent Entityor Merger Sub, (ii) assuming that all consents, approvals and authorizations contemplated by clauses (i) through (viv) of subsection (b) below have been obtained and all filings described in such clauses have been made, conflict with or violate any Law applicable to Parent or Merger Sub or by which any of their respective properties are bound or (iii) result in any breach or violation of, or constitute a default (or an event which with or without notice or the lapse of time or both would become a default), or result in the loss of a benefit under, result in the creation or imposition of any Lien or give rise to any right of termination, cancellation, amendment or acceleration of, any Contract to which Parent or Merger Sub is a party or by which Parent or Merger Sub or any of their respective properties are bound, except, in the case of clauses (ii) and (iii), for any such conflict, breach, violation, default, loss, right or other occurrence that would not, individually or in the aggregate, reasonably be expected to have a Parent Material Adverse Effect.

No Conflict; Consents and Approvals. (a) The execution, delivery and performance of this Agreement by the Parent Entities, and the consummation by the Parent Entities of the transactions contemplated herebyTransactions to which they are a party, do not and will not (i) conflict with or violate the organizational or governing documents Organizational Documents of any Parent Entity, (ii) assuming that all consents, approvals and authorizations contemplated by clauses (i) through and (vii) of subsection (b) below have been obtained and all filings described in such clauses have been made, conflict with or violate any Law applicable to the Parent or Merger Sub Entities or by which any of their respective properties are bound or (iii) result in any breach or violation of, or constitute a default (or an event which with notice or lapse of time or both would become a default), or result in the loss of a benefit under, result in the creation or imposition of any Lien or give rise to any right of termination, cancellation, amendment or acceleration of, any Contract to which the one of the Parent or Merger Sub Entities is a party or by which the Parent or Merger Sub Entities or any of their respective properties are bound, except, in the case of clauses (ii) and (iii), for any such conflict, breach, violation, default, loss, right or other occurrence that would not, individually or in the aggregate, be reasonably be expected likely to have a Parent Material Adverse Effect.