Common use of No Conflicts; Approvals Clause in Contracts

No Conflicts; Approvals. The execution and delivery by Purchaser of this Agreement and the Ancillary Agreements to which it is a party does not and will not upon execution and delivery, and the performance by Purchaser of its obligations under this Agreement and the Ancillary Agreements to which it is a party and the consummation of the transactions contemplated hereby and thereby do not and will not: (a) conflict with or result in a violation or breach of any of the terms, conditions or provisions of the certificate of incorporation or bylaws of Purchaser; (b) subject to obtaining or making the Approvals disclosed in Schedule 4.3(c), if any, result in a violation or breach of, or a conflict with, any Law or Order applicable to Purchaser or any of its assets or properties; or (c) except as disclosed in Schedule 4.3(c) attached hereto, (i) result in a violation or breach of or conflict with, (ii) constitute a default (or an event that, with or without notice or lapse of time or both, would constitute a default) under, (iii) require Purchaser to obtain or make any Approval to any Person as a result or under the terms of, (iv) result in or give to any Person any right of termination, cancellation, acceleration or modification in or with respect to, (v) result in or give to any Person any additional rights or entitlement to increased, additional, accelerated or guaranteed payments or performance under, (vi) result in the creation or imposition of (or the obligation to create or impose) any Lien upon Purchaser or any of its assets or properties under or (vii) result in the loss of any benefit under, any of the terms, conditions or provisions of any Contract or License to which Purchaser is a party or by which any of its assets or properties are bound. No Approval is required to be obtained from or made with, or filed with or delivered to, any Governmental or Regulatory Authority by Purchaser in connection with the execution and delivery by Purchaser of this Agreement and the Ancillary Agreements to which Purchaser is or will be a party, and the performance by Purchaser of its obligations under this Agreement and the Ancillary Agreements to which Purchaser is or will be a party and the consummation by Purchaser of the transactions contemplated hereby and thereby.

No Conflicts; Approvals. The execution (a) Neither the execution, delivery and delivery by Purchaser performance of this Agreement and by the Ancillary Agreements to which it is a party does not and will not upon execution and delivery, and the performance by Purchaser of its obligations under this Agreement and the Ancillary Agreements to which it is a party and Seller nor the consummation of the transactions contemplated hereby and thereby do not and will not: (ai) conflict with or result in a violation or breach of any provision of the terms, conditions Articles of Incorporation or provisions By-laws of the certificate of incorporation or bylaws of Purchaser; Seller, (bii) subject to obtaining or making the Approvals disclosed in Schedule 4.3(c), if any, result in a violation or any conflict with, breach of, or a conflict with, any Law or Order applicable to Purchaser or any of its assets or properties; or (c) except as disclosed in Schedule 4.3(c) attached hereto, (i) result in a violation or breach of or conflict with, (ii) constitute a default (or an event that, with or without notice or lapse of time or both, would constitute a default) under, (iii) require Purchaser to obtain or make any Approval give rise to any Person as a result or under the terms of, (iv) result in or give right to any Person any right of termination, cancellation, cancellation or acceleration or modification in or with respect to, (v) result in or give to any Person any additional rights or entitlement to increased, additional, accelerated or guaranteed payments or performance under, (vi) result in the creation or imposition of (or the obligation to create or impose) any Lien upon Purchaser or any of its assets or properties under or (vii) result in the loss of any benefit underright or benefit) under or require any consent or approval which has not been, or prior to Closing will not be, obtained with respect to any of the terms, conditions or provisions of any Contract indenture, lease, agreement, permit, license, judgment or License other instrument to which Purchaser the Seller or any of the Stockholders is or are a party or by which the Seller or any of its the Stockholders or any of their properties or assets may be bound except for agreements to which the Seller is a party with sales representatives and other agreements which are not, individually or in the aggregate, material to the Assets or the conduct of the Business, (iii) violate any order, law, rule or regulation applicable to the Seller or any of the Stockholders or by which the Seller or any of the Stockholders or any of their respective properties or assets may be bound, or (iv) result in the creation of any pledge, lien, security interest, mortgage, charge or other encumbrance of any kind upon any of the assets or properties are bound. of the Seller. (b) No Approval action, consent or approval by, or filing by the Seller or any of the Stockholders with, any federal, state, municipal, foreign or other court or governmental body or agency, or any other regulatory body, or any other person is required to be obtained from or made with, or filed with or delivered to, any Governmental or Regulatory Authority by Purchaser in connection with the execution execution, delivery or performance by the Seller and delivery by Purchaser any of the Stockholders of this Agreement and the Ancillary Agreements to which Purchaser is or will be a party, and the performance by Purchaser of its obligations under this Agreement and the Ancillary Agreements to which Purchaser is or will be a party and the consummation by Purchaser of the transactions contemplated hereby and therebyhereby, except any filing, consent or approval that has been made or obtained prior to the Closing.

No Conflicts; Approvals. The execution and delivery by Purchaser Seller of this Agreement and the Ancillary Agreements to which it is a party does not and will not upon execution and delivery, and the performance by Purchaser Seller of its Seller's obligations under this Agreement and the Ancillary Agreements to which it Seller is a party and the consummation of the transactions contemplated hereby and thereby do not and will not: (a) conflict with or result in a violation or breach of any Law or Order applicable to Seller or any of Seller's assets or properties, including the terms, conditions or provisions of the certificate of incorporation or bylaws of Purchaser;Company Stock; or (b) subject to obtaining (i) conflict with or making the Approvals disclosed in Schedule 4.3(c), if any, result in a violation or breach of, or a conflict with, any Law or Order applicable to Purchaser or any of its assets or properties; or (c) except as disclosed in Schedule 4.3(c) attached hereto, (i) result in a violation or breach of or conflict with, (ii) constitute a default (or an event that, with or without notice or lapse of time or both, would constitute a default) under, (iii) require Purchaser Seller to obtain or make any Approval to any Person as a result or under the terms of, (iv) result in or give to any Person any right of termination, cancellation, acceleration or modification in or with respect to, (v) result in or give to any Person any additional rights or entitlement to increased, additional, accelerated or guaranteed payments or performance under, (vi) result in the creation or imposition of (or the obligation to create or impose) any Lien upon Purchaser or any of its Seller’s assets or properties properties, including the Company Stock, under or (vii) result in the loss of any benefit under, any of the terms, conditions or provisions of any Contract or License to which Purchaser Seller is a party or by which any of its Seller’s assets or properties properties, including the Company Stock, are bound. No Approval is required to be obtained from or made with, or filed with or delivered to, any Governmental or Regulatory Authority by Purchaser Seller in connection with the execution and delivery by Purchaser Seller of this Agreement and the Ancillary Agreements to which Purchaser Seller is or will be a party, and the performance by Purchaser Seller of its Seller's obligations under this Agreement and the Ancillary Agreements to which Purchaser Seller is or will be a party and the consummation by Purchaser of the transactions contemplated hereby and thereby.

No Conflicts; Approvals. The execution and delivery by Purchaser Seller of this Agreement and the Ancillary Agreements to which it is a party does not and will not upon execution and delivery, and the performance by Purchaser Seller of its his obligations under this Agreement and the Ancillary Agreements to which it he is a party and the consummation of the transactions contemplated hereby and thereby do not and will not: (a) conflict with or result in a violation or breach of any of Law or Order applicable to Seller, the terms, conditions Assets or provisions of the certificate of incorporation or bylaws of Purchaser;Company Stock; or (b) subject to obtaining except as disclosed on Schedule 3.3(b) hereof, (i) conflict with or making the Approvals disclosed in Schedule 4.3(c), if any, result in a violation or breach of, or a conflict with, any Law or Order applicable to Purchaser or any of its assets or properties; or (c) except as disclosed in Schedule 4.3(c) attached hereto, (i) result in a violation or breach of or conflict with, (ii) constitute a default (or an event that, with or without notice or lapse of time or both, would constitute a default) under, (iii) require Purchaser Seller to obtain or make any Approval to any Person as a result or under the terms of, (iv) result in or give to any Person any right of termination, cancellation, acceleration or modification in or with respect to, (v) result in or give to any Person any additional rights or entitlement to increased, additional, accelerated or guaranteed payments or performance under, (vi) result in the creation or imposition of (or the obligation to create or impose) any Lien upon Purchaser or any of its Seller’s assets or properties properties, including the Company Stock, under or (vii) result in the loss of any benefit under, any of the terms, conditions or provisions of any Contract or License to which Purchaser Seller is a party or by which any of its assets the Assets or properties the Company Stock are bound. No Approval is required to be obtained from or made with, or filed with or delivered to, any Governmental or Regulatory Authority by Purchaser Seller in connection with the execution and delivery by Purchaser Seller of this Agreement and the Ancillary Agreements to which Purchaser Seller is or will be a party, and the performance by Purchaser Seller of its his obligations under this Agreement and the Ancillary Agreements to which Purchaser Seller is or will be a party and the consummation by Purchaser of the transactions contemplated hereby and thereby.

No Conflicts; Approvals. The execution and Neither the execution, delivery or performance by the Purchaser of this Agreement and the Ancillary Agreements other Transaction Documents to which it the Purchaser is a party does not and will not upon execution and deliveryparty, and the performance by Purchaser of its obligations under this Agreement and the Ancillary Agreements to which it is a party and nor the consummation by the Purchaser of the transactions contemplated hereby and thereby do not and thereby, will not: (a) conflict with or result in a violation or breach of any provision of the termsArticles or Certificate of Incorporation, conditions as applicable, or provisions Bylaws of the certificate of incorporation or bylaws of Purchaser; Purchaser and its subsidiaries, (b) subject to obtaining or making the Approvals disclosed in Schedule 4.3(c), if any, result in a violation or any conflict with, breach of, or a conflict with, any Law or Order applicable to Purchaser or any of its assets or properties; or constitute (c) except as disclosed in Schedule 4.3(c) attached hereto, (i) result in a violation or breach of or conflict with, (ii) constitute a default (or an event that, with or without notice or lapse of time or both, would constitute ) a default) default under, (iii) require Purchaser to obtain or make any Approval give rise to any Person as a result or under the terms of, (iv) result in or give right to any Person any right of termination, cancellationamendment, cancellation or acceleration or modification in or with respect to, (v) result in or give to any Person any additional rights or entitlement to increased, additional, accelerated or guaranteed payments or performance under, (vi) result in the creation or imposition of (or the obligation to create or impose) any Lien upon Purchaser or any of its assets or properties under or (vii) result in the loss of any right or benefit under, under or require any consent or approval which has not been obtained with respect to any of the terms, conditions or provisions of any Contract material contract, lease, loan agreement, mortgage, security agreement, trust indenture or License other agreement or instrument to which the Purchaser is or its subsidiaries are a party or by which any of its their respective properties or assets may be bound (except for those consents or approvals set forth on Schedule 4.3), or result in the creation or imposition of any Lien upon any of the assets or properties are of the Purchaser or its subsidiaries, or result in the cancellation, modification, revocation or suspension of any of the Purchaser Permits (as defined in Section 4.9 hereof), or (c) violate any order, decree, law, rule or regulation applicable to the Purchaser or any of its subsidiaries or by which any of their respective properties or assets may be bound, except in the case of the foregoing clauses (b) or (c) for such violations, breaches, defaults, terminations, amendments, cancellations, accelerations or Liens which would not reasonably be expected, individually or in the aggregate, to have a Purchaser Material Adverse Effect. No Approval Except as set forth on Schedule 4.3, no action, consent, authorization, waiver or approval by, or filing or registration by the Purchaser or any of its subsidiaries with, any federal, state, municipal, foreign or other court or governmental body or agency, or any other regulatory body or Person, is required to be obtained from or made with, or filed with or delivered to, any Governmental or Regulatory Authority by Purchaser in connection with the execution and execution, delivery or performance by the Purchaser of this Agreement and the Ancillary Agreements other Transaction Documents to which the Purchaser is or will be a party, and the performance by Purchaser of its obligations under this Agreement and the Ancillary Agreements to which Purchaser is or will be a party and the consummation by Purchaser of the other transactions contemplated hereby and thereby.

No Conflicts; Approvals. The execution and delivery by Purchaser the Company of this Agreement and the Ancillary Agreements to which it the Company is or will be a party does not and will not upon execution and delivery, and the performance by Purchaser the Company of its obligations under this Agreement and the Ancillary Agreements to which it the Company is or will be a party and the consummation of the transactions contemplated hereby and thereby do not and will not: (a) conflict with or result in a violation or breach of any of the terms, conditions or provisions of the certificate articles of incorporation or bylaws of Purchaserthe Company or Subsidiary; (b) subject to obtaining or making the Approvals disclosed in Schedule 4.3(c2.6(c), if any, result in a violation or breach of, or a conflict with, any Law or Order applicable to Purchaser the Company or any of the Assets or any Subsidiary or its assets or properties; orAssets; (c) except as disclosed in Schedule 4.3(c2.6(c) attached hereto, (i) result in a violation or breach of or conflict with, (ii) constitute a default (or an event that, with or without notice or lapse of time or both, would constitute a default) under, (iii) require Purchaser the Company or any Subsidiary to obtain or make any Approval to any Person as a result or under the terms of, (iv) result in or give to any Person any right of termination, cancellation, acceleration or modification in or with respect to, (v) result in or give to any Person any additional rights or entitlement to increased, additional, accelerated or guaranteed payments or performance under, (vi) result in the creation or imposition of (or the obligation to create or impose) any Lien upon Purchaser the Company or a Subsidiary or any of its assets or properties their respective Assets under or (vii) result in the loss of any benefit under, any of the terms, conditions or provisions of any Contract or License to which Purchaser the Company or a Subsidiary is a party or by which any of its assets or properties their respective Assets are bound; or (d) the Company has received all required approvals from the Minister of Finance and Commerce (MOFCOM) of the People's Republic of China to own and operate its Subsidiaries and the transactions contemplated by this Agreement that will not conflict with such approvals or require any further approvals from MOFCOM. No Subject to obtaining or making the Approvals disclosed in Schedule 2.6(c), no Approval is required to be obtained from or made with, or filed with or delivered to, any Governmental or Regulatory Authority by Purchaser the Company or Subsidiary in connection with the execution and delivery by Purchaser the Company of this Agreement and the Ancillary Agreements to which Purchaser the Company is or will be a party, and the performance by Purchaser the Company of its obligations under this Agreement and the Ancillary Agreements to which Purchaser the Company is or will be a party and the consummation by Purchaser of the transactions contemplated hereby and thereby.

No Conflicts; Approvals. The execution and delivery by Purchaser the Company of this Agreement and the Ancillary Agreements to which it the Company is or will be a party does not and will not upon execution and delivery, and the performance by Purchaser the Company of its obligations under this Agreement and the Ancillary Agreements to which it the Company is or will be a party and the consummation of the transactions contemplated hereby and thereby do not and will not: (a) conflict with or result in a violation or breach of any of the terms, conditions or provisions of the certificate articles of incorporation or bylaws of Purchaserthe Company; (b) subject to obtaining or making the Approvals disclosed in Schedule 4.3(c2.6(c), if any, result in a violation or breach of, or a conflict with, any Law or Order applicable to Purchaser the Company or any of its assets or propertiesthe Assets; or (c) except as disclosed in Schedule 4.3(c2.6(c) attached hereto, (i) result in a violation or breach of or conflict with, (ii) constitute a default (or an event that, with or without notice or lapse of time or both, would constitute a default) under, (iii) require Purchaser the Company to obtain or make any Approval to any Person as a result or under the terms of, (iv) result in or give to any Person any right of termination, cancellation, acceleration or modification in or with respect to, (v) result in or give to any Person any additional rights or entitlement to increased, additional, accelerated or guaranteed payments or performance under, (vi) result in the creation or imposition of (or the obligation to create or impose) any Lien upon Purchaser the Company or any of its assets or properties the Assets under or (vii) result in the loss of any benefit under, any of the terms, conditions or provisions of any Contract or License to which Purchaser the Company is a party or by which any of its assets or properties the Assets are bound. No Subject to obtaining or making the Approvals disclosed in Schedule 2.6(c), no Approval is required to be obtained from or made with, or filed with or delivered to, any Governmental or Regulatory Authority by Purchaser the Company in connection with the execution and delivery by Purchaser the Company of this Agreement and the Ancillary Agreements to which Purchaser the Company is or will be a party, and the performance by Purchaser the Company of its obligations under this Agreement and the Ancillary Agreements to which Purchaser the Company is or will be a party and the consummation by Purchaser of the transactions contemplated hereby and thereby.