No Conflict with Contracts. The execution, delivery and performance by the Purchaser Parent of this Agreement, do not (or would not with the giving of notice, the passage of time or the happening of any other event) result in a violation of, or conflict with, any material Contract binding on or affecting the Purchaser Parent.
No Conflict with Contracts. The execution, delivery and performance by the Seller of this Agreement and its Related Agreements, and the consummation by the Seller of the transactions contemplated hereby and thereby, do not and will not: (a) violate or conflict with, result in a breach of, constitute a default under (whether with notice or the lapse of time or both), or accelerate or permit the acceleration of the performance required by, any Contract to which the Seller is a party or by which it is bound or by which any of the Designated Transferred Assets is bound, or (b) result in the creation of any Lien upon any of the Transferred Assets.
No Conflict with Contracts. The execution, delivery and performance by such Seller of this Agreement and each of the other Transaction Documents to which it is a party do not (or would not with the giving of notice, the passage of time or the happening of any other event or circumstance) result in a violation or breach of, or cause the termination, cancellation, amendment or renegotiation of, any material Contract to which such Seller is a party, which would, individually or in the aggregate, adversely affect such Seller’s ownership of the Purchased Shares.
No Conflict with Contracts. Except as set out in Section 4.5 of the Sellers’ Disclosure Letter, the execution, delivery and performance by each Acquired Entity of each Transaction Document to which it is a party and the consummation of the Transactions do not (or would not with the giving of notice, the passage of time or the happening of any other event or circumstance):
(a) result in a breach or a violation of, or conflict with, any Contract binding on or affecting the Acquired Entities, the Purchased Shares or the Assets; or
(b) result in or give any Person the right to seek, or to cause:
(i) the termination, cancellation, amendment or renegotiation of any Contract binding on or affecting the Acquired Entities, the Purchased Shares or the Assets;
(ii) the acceleration of any debt or other similar obligation of any Acquired Entity; or
(iii) the forfeiture or other loss, in whole or in part, of any benefit which would otherwise accrue to any Acquired Entity.
No Conflict with Contracts. The execution, delivery and performance by the Purchaser of this Agreement and each of the other Transaction Documents to which it is a party do not (or would not with the giving of notice, the passage of time or the happening of any other event or circumstance):
(a) result in a breach or a violation of, or conflict with, any Contract binding on or affecting the Purchaser or the Purchased Shares; or
(b) result in or give any Person the right to seek, or to cause:
(i) the termination, cancellation, amendment or renegotiation of any Contract binding on or affecting the Purchaser;
(ii) the acceleration of any payment amount or other similar obligation of the Purchaser; or
(iii) the forfeiture or other loss, in whole or in part, of any benefit which would otherwise accrue to the Purchaser; except, in the case of the foregoing, for any such contravention, conflict, breach, violation, termination, amendment, cancellation, renegotiation, acceleration, penalty or similar payment obligation or forfeiture or loss of benefit that would not, individually or in the aggregate, reasonably be expected to (A) prevent or significantly impede or materially delay the consummation of the Transactions or (B) have a Material Adverse Effect in respect of Purchaser.
No Conflict with Contracts. Except as set out in Section 3.1(3) of the Disclosure Letter or as would be immaterial, individually or in the aggregate, to the Business, and subject to Section 2.15, the execution, delivery and performance by the Seller of this Agreement and each of the Acquisition Agreements to which it is a party, do not (or would not with the giving of notice, the passage of time or the happening of any other event or circumstance):
(a) result in a breach or a violation of, or conflict with, any Contract binding on or affecting the Seller or the Operations; or
(b) result in or give any Person the right to seek, or to cause (i) the termination, cancellation, amendment or renegotiation of any material Contract binding on or affecting the Seller or the Operations, or (ii) the forfeiture or other loss, in whole or in part, of any benefit which would otherwise accrue to the Seller in connection with the Operations or the Purchased Assets.
No Conflict with Contracts. Except as set out in Section 4.5 of the Seller Disclosure Letter, the execution, delivery and performance by the Seller of this Agreement and each of the other Acquisition Agreements to which it is a party, do not (or would not with the giving of notice, the passage of time or the happening of any other event or circumstance):
(a) result in a breach or a violation of, or conflict with, any Material Contract or Lease; or
(b) result in or give any Person the right to seek, or to cause:
(i) the termination, cancellation, amendment or renegotiation of any Material Contract or Lease; or
(ii) the forfeiture or other loss, in whole or in part, of any material benefit which would otherwise accrue to the Seller in connection with the Purchased Business or the Purchased Assets; or
(c) result in the creation of any Lien on any of the Purchased Assets.
No Conflict with Contracts. The execution, delivery and performance by the Purchaser of this Agreement and each of the Acquisition Agreements to which it is a party, do not (or would not with the giving of notice, the passage of time or the happening of any other event) (a) result in a violation of, or conflict with, any material Contract binding on or affecting the Purchaser, or (b) result in or give any Person the right to seek, or to cause the termination, amendment or renegotiation of any material Contract binding on or affecting the Purchaser.
No Conflict with Contracts. Except as set out in Section 6.5 of the Seller Disclosure Letter, the execution, delivery and performance by the Seller Parent of this Agreement, do not (or would not with the giving of notice, the passage of time or the happening of any other event) result in a violation of, or conflict with, any material Contract binding on or affecting the Seller Parent.
No Conflict with Contracts. Except as set out in Section 3.5 of the Purchaser Disclosure Letter or as would not, individually or in the aggregate, have a Material Adverse Effect, the execution, delivery and performance by the Purchaser of this Agreement and each of the Transaction Documents to which it is a party, do not (or would not with the giving of notice, the passage of time or the happening of any other event or circumstance):
(a) result in a material breach or a material violation of, or materially conflict with, any Purchaser Material Contract; or
(b) result in or give any Person the right to cause (i) the termination, cancellation, amendment or renegotiation of any Purchaser Material Contract, or (ii) the acceleration of any debt or other obligation of the Purchaser.
