Common use of No Conflict of Transaction With Obligations and Laws Clause in Contracts

No Conflict of Transaction With Obligations and Laws. (a) Neither the execution, delivery and performance of this Agreement or any Ancillary Agreement, nor the performance of the transactions contemplated hereby, will: (i) conflict with or constitute a violation of any provision of the Organizational Documents of the Company or any Subsidiary or any resolutions of their respective Board of Directors or other governing bodies; (ii) require any consent, approval or authorization of or declaration, filing or registration with any person other than any governmental authority, whether national, regional, state, local or other political subdivision or agency of the United States of America (each a "Government Authority"), including consents of parties to loans, contracts, leases, licenses and other agreements; (iii) conflict with or constitute (with or without the passage of time or the giving of notice) a breach of, or default under, any debt instrument to which the Company or any Subsidiary is a party, or give any person the right to accelerate any indebtedness or terminate, modify or cancel any right; (iv) constitute (with or without the passage of time or giving of notice) a default under or breach of any other agreement, instrument or obligation to which the Company or any Subsidiary is a party or by which the Company or any Subsidiary or any of the assets of any of them are bound; (v) result in the creation of any lien, option (including right of first refusal or first offer), encumbrance, charge, restriction, mortgage, pledge, security interest, title exception, restriction, claim or charge of any kind or character (each an "Encumbrance") upon any Units or any of the assets of the Company or any Subsidiary; (vi) contravene, conflict with, or result in a violation of any Court Order or Law, or give any Government Authority, or any other person, the right to exercise any remedy or obtain any relief under any Court Order or Law, to which the Company, any Subsidiary or Sellers are subject or by which the properties or assets of the Company or any Subsidiary are bound; or (vii) contravene, conflict with or result in a violation of any of the terms or requirements of, or give any Government Authority the right to revoke, withdraw, suspend, cancel, terminate or modify, any Governmental Authorization. (b) The execution, delivery and performance of this Agreement and the transactions contemplated hereby by the Company and Sellers do not require the consent, waiver, approval, authorization, exemption of or giving of notice to any Governmental Authority except as required under the Hart-Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976, as amended (the "HSR Act").

No Conflict of Transaction With Obligations and Laws. (a) Neither Except as set forth on Schedule 2.6, neither the execution, delivery and ------------ performance of this Agreement or any Ancillary Agreement, nor the performance of the transactions contemplated hereby, will: (i) conflict contravene, conflict, with or constitute a breach or violation of any provision of the Organizational Documents Charter or bylaws of the Company or any Subsidiary or any resolutions of their respective its Board of Directors or other governing bodies; (ii) require any consent, approval or authorization of or declaration, filing or registration with any person other than any a governmental authority, whether national, regional, state, local or other political subdivision or agency of the United States of America as described in paragraph (each a "Government Authority")b) below, including consents of parties to loans, contracts, leases, licenses and other agreements; (iii) conflict with or constitute (with or without the passage of time or the giving of notice) a breach of, or default under, any debt instrument to which the Company or any Subsidiary is a party, or give any person the right to accelerate any indebtedness or terminate, modify or cancel any right; (iv) constitute (with or without the passage of time or giving of notice) a default under or breach of any other agreement, instrument or obligation to which the Company or any Subsidiary is a party or by which the Company or any Subsidiary or any of the its assets of any of them are bound; (v) result in the creation of any lien, option (including right of first refusal or first offer), encumbrance, charge, restriction, mortgage, pledge, security interest, title exception, restriction, claim or charge of any kind or character (each an "Encumbrance") upon any Units Company Shares or any of the assets of the Company or any SubsidiaryCompany; (vi) contravene, conflict with, or result in a violation of any Court Order or Law, or give any governmental authority, whether national, regional, state, local or other political subdivision or agency the Republic of Korea, the United States of America, or any other nation (each a "Government Authority"), or any other person, the right to exercise any remedy or obtain any relief under any Court Order or Law, to which the Company, any Subsidiary Company or Sellers are subject or by which the properties or assets of the Company or any Subsidiary are bound; or (vii) contravene, conflict with or result in a violation of any of the terms or requirements of, or give any Government Governmental Authority the right to revoke, withdraw, suspend, cancel, terminate or modify, any Governmental Government Authorization. (b) The execution, delivery and performance of this Agreement and the transactions contemplated hereby by the Company and Sellers do not require the consent, waiver, approval, authorization, exemption of or giving of notice to any Governmental Authority except as required under the Hart-Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976, as amended (the "HSR Act")Authority.

No Conflict of Transaction With Obligations and Laws. (a) Neither the execution, execution and delivery by Seller and performance the Company of this Agreement or any Ancillary Agreement, nor the performance consummation of the transactions contemplated herebyhereby and thereby, will: (i) conflict with or constitute a breach or violation of any provision of the Organizational Documents of the Company or any Subsidiary Seller, or any resolutions of their respective the Company’s or Seller’s Board of Directors or other governing bodiesDirectors; (ii) except as set forth on Schedule 3.6, require the consent of any consent, approval or authorization of or declaration, filing or registration with other party under any person other than any governmental authority, whether national, regional, state, local or other political subdivision or agency of the United States of America (each a "Government Authority"), including consents of parties to loans, contracts, leases, permits, licenses and other agreementsagreements to which the Company or Seller or any of the Company Subsidiaries is a party or by which any of them is bound; (iii) conflict with or constitute (with or without the passage of time or the giving of notice) a breach of, or default under, any debt instrument to which the Company or Seller or any Subsidiary of the Company Subsidiaries is a party, or give any person other Person the right to accelerate any indebtedness Indebtedness or terminate, modify or cancel any right; (iv) constitute (with or without the passage of time or giving of notice) a default under or breach of any other agreement, instrument or obligation to which the Company or Seller or any Subsidiary of the Company Subsidiaries is a party or by which the Company or any Subsidiary or any of the assets of any each of them or their respective assets are bound; (v) result in the creation of any lien, option (including right of first refusal or first offer), encumbrance, charge, restriction, mortgage, pledge, security interest, title exception, restriction, claim or charge of any kind or character (each an "Encumbrance") Encumbrance upon any Units Company’s or the Company Subsidiaries capital stock or equity interest or any of the assets of the Company or any Subsidiarythe Company Subsidiaries; (vi) contravene, conflict with, with or result in a violation of any Court Order or Law, or give any Government Authority, or any other personPerson, the right to exercise any remedy or obtain any relief under any Court Order or Law, to which the Company, any Subsidiary or Sellers are subject or by which the properties or assets of the Company or any Subsidiary are bound; or (vii) contravene, conflict with or result in a violation of any of the terms or requirements of, or give any Government Governmental Authority the right to revoke, withdraw, suspend, cancel, terminate suspend or otherwise modify, any Governmental Government Authorization. (b) The execution, delivery and performance of this Agreement and the Ancillary Agreements, and the consummation of the transactions contemplated hereby by the Company and Sellers Seller do not require the consent, waiver, approval, authorization, exemption of or giving of notice to any Governmental Authority except as required under the Hart-Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976, as amended (the "HSR Act")Authority.