Common use of No Conflicts; Enforceability Clause in Contracts

No Conflicts; Enforceability. The execution, delivery and performance of this Agreement and the Other Agreements by Reliant (a) is not prohibited or limited by, and will not result in the breach of or a default under, any provision of the Articles of Incorporation or Bylaws of Reliant, (b) does not require on the part Reliant any notice to or filing with, or any permit, authorization, consent or approval of, any Governmental Authority (other than the letter to the FDA contemplated by Section 4.2(a)(iii)), (c) does not conflict with, result in a breach of, constitute (with or without due notice or lapse of time or both) a default under, result in the acceleration of obligations under, create in any party the right to terminate, modify or cancel, or require any notice, consent or waiver under, any material agreement or instrument binding on Reliant or any applicable order, writ, injunction or decree of any court or Governmental Authority to which Reliant is a party or by which Reliant is bound or to which any of its assets is subject, except for such prohibition, limitation, default, notice, filing, permit, authorization, consent, approval, conflict breach or default which would not prevent consummation by Reliant of the transactions contemplated hereby or have a Material Adverse Effect. This Agreement and the Other Agreements have been duly executed and delivered by Reliant, and constitute the legal, valid and binding obligations of Reliant, enforceable against Reliant in accordance with their respective terms, except as enforceability may be limited or affected by applicable bankruptcy, insolvency, moratorium, reorganization or other laws of general application relating to or affecting creditors’ rights generally.

No Conflicts; Enforceability. The execution, delivery and performance of this Agreement and the Other Agreements by Reliant Purchaser (a) is not prohibited or limited by, and will not result in the breach of or a default under, any provision of the Articles of Incorporation Organization or Bylaws of ReliantPurchaser, (b) does not require on the part Reliant Purchaser any notice to or filing with, or any permit, authorization, consent or approval of, any Governmental Authority (other than the letter to the FDA contemplated by Section 4.2(a)(iii4.2(b)(iii)), (c) does not conflict with, result in a breach of, constitute (with or without due notice or lapse of time or both) a default under, result in the acceleration of obligations under, create in any party the right to terminate, modify or cancel, or require any notice, consent or waiver under, any material agreement or instrument binding on Reliant Purchaser or any applicable order, writ, injunction or decree of any court or Governmental Authority to which Reliant Purchaser is a party or by which Reliant Purchaser is bound or to which any of its assets is subject, except for such prohibition, limitation, default, notice, filing, permit, authorization, consent, approval, conflict breach or default which would not prevent consummation by Reliant Purchaser of the transactions contemplated hereby or have be reasonably likely to result in a Material Adverse EffectEffect following the Closing. This Agreement and the Other Agreements have been duly executed and delivered by ReliantPurchaser, and constitute the legal, valid and binding obligations of ReliantPurchaser, enforceable against Reliant Purchaser in accordance with their respective terms, except as enforceability may be limited or affected by applicable bankruptcy, insolvency, moratorium, reorganization or other laws of general application relating to or affecting creditors’ rights generally.

No Conflicts; Enforceability. The execution, delivery and performance of this Agreement and by the Other Agreements by Reliant Company (ai) is are not prohibited or limited by, and will not result in the breach of or a default under, any provision of the Articles certificate of Incorporation incorporation or Bylaws bylaws of Reliantthe Company, (bii) assuming all of the consents, approvals, authorizations and permits described in Section 2.5 have been obtained and all the filings and notifications described in Section 2.5 have been made and any waiting periods thereunder have terminated or expired, does not require on the part Reliant conflict with any notice to or filing with, or any permit, authorization, consent or approval of, any Governmental Authority (other than the letter Law applicable to the FDA contemplated by Section 4.2(a)(iii))Company, and (ciii) does not conflict with, result in a breach of, constitute (with or without due notice or lapse of time or both) a default under, result in the acceleration of obligations under, create in any party the right to terminate, modify or cancel, or require any notice, consent or waiver under, any material agreement or instrument binding on Reliant the Company or any applicable order, writ, injunction or decree of any court or applicable Governmental Authority to which Reliant the Company is a party or by which Reliant the Company is bound or to which any of its assets Assets is subject, except in the case of clauses (ii) and (iii) for such prohibitionprohibitions, limitation, default, notice, filing, permit, authorization, consent, approval, conflict breach or default which would not prevent or delay the consummation by Reliant the Company of the transactions issuance, sale and delivery of the Shares contemplated hereby or have a Material Adverse Effecthereby. This Agreement and the Other Agreements have been duly when executed and delivered by Reliant, and the Company will constitute the legal, a valid and legally binding obligations obligation of Reliantthe Company, enforceable against Reliant in accordance with their respective its terms, except as enforceability may be limited or affected by applicable bankruptcy, insolvency, moratorium, reorganization or other laws of general application relating to or affecting creditors’ ' rights generally.

No Conflicts; Enforceability. The execution, delivery and performance of this Agreement and the Other Related Agreements by Reliant Purchaser and the consummation of the transactions contemplated hereby and thereby (a) is are not prohibited or limited by, and will not result in the breach of or a default under, any provision of the Articles organizational documents of Incorporation or Bylaws of ReliantPurchaser, (b) assuming all of the consents, approvals, authorizations and permits described in Section 5.5 have been obtained and all the filings and notifications described in Section 5.5 have been made and any waiting periods thereunder have terminated or expired, does not require on the part Reliant conflict with or violate any notice Law applicable to or filing withPurchaser, or any permit, authorization, consent or approval of, any Governmental Authority (other than the letter to the FDA contemplated by Section 4.2(a)(iii)), and (c) does not conflict with, result in a breach of, constitute (with or without due notice or lapse of time or both) a default under, result in the acceleration of obligations under, create in any party the right to terminate, modify or cancel, or require any notice, consent or waiver under, any material agreement or other instrument binding on Reliant Purchaser or any applicable order, writ, injunction or decree of any court or Governmental Authority to which Reliant Purchaser is a party or by which Reliant Purchaser is bound or to which any of its assets Assets is subject, except for such prohibition, limitation, default, notice, filing, permit, authorization, consent, approval, conflict breach or default which would not prevent or materially delay consummation by Reliant Purchaser of the transactions contemplated hereby or have a Material Adverse EffectTransaction. This Agreement and the Other Related Agreements have been duly executed and delivered by ReliantPurchaser, and constitute the legal, valid and binding obligations of ReliantPurchaser, enforceable against Reliant Purchaser in accordance with their respective terms, except as enforceability may be limited or affected by applicable bankruptcy, insolvency, moratorium, reorganization or other laws of or general application relating to or affecting creditors’ rights generally.

No Conflicts; Enforceability. The execution, delivery and performance of this Agreement and the Other Agreements by Reliant Purchaser (a) is are not prohibited or limited by, and will not result in the breach of or a default under, any provision of the Articles certificate of Incorporation incorporation or Bylaws bylaws of ReliantPurchaser, (b) assuming all of the consents, approvals, authorizations and permits described in Section 5.5 have been obtained and all the filings and notifications described in Section 5.5 have been made and any waiting periods thereunder have terminated or expired, does not require on the part Reliant conflict with any notice Law applicable to or filing withPurchaser, or any permit, authorization, consent or approval of, any Governmental Authority (other than the letter to the FDA contemplated by Section 4.2(a)(iii)), and (c) does not conflict with, result in a breach of, constitute (with or without due notice or lapse of time or both) a default under, result in the acceleration of obligations under, create in any party the right to terminate, modify or cancel, or require any notice, consent or waiver under, any material agreement or instrument binding on Reliant Purchaser or any applicable order, writ, injunction or decree of any court or applicable Governmental Authority to which Reliant Purchaser is a party or by which Reliant Purchaser is bound or to which any of its assets Assets is subject, except in the case of clauses (b) and (c) for such prohibitionprohibitions, limitation, default, notice, filing, permit, authorization, consent, approval, conflict breach or default which would not prevent or delay the consummation by Reliant Purchaser of the transactions contemplated hereby or have a Material Adverse EffectTransactions. This Agreement and the Other Agreements have been duly executed and delivered by ReliantPurchaser, and constitute the legal, valid and binding obligations of ReliantPurchaser, enforceable against Reliant Purchaser in accordance with their respective terms, except as enforceability may be limited or affected by applicable bankruptcy, insolvency, moratorium, reorganization or other laws Laws of general application relating to or affecting creditors’ ' rights generally.

No Conflicts; Enforceability. The execution, delivery and performance of this Agreement and the Other Agreements by Reliant Buyer (a) is are not prohibited or limited by, and will not result in the breach of or a default under, any provision of the Articles Certificate of Incorporation or Bylaws of ReliantBuyer, (b) does assuming all of the consents, approvals, authorizations and permits described in Section 5.5 have been obtained and all the filings and notifications described in Section 5.5 have been made and any waiting periods thereunder have terminated or expired, do not require on the part Reliant conflict with any notice Law applicable to or filing with, or any permit, authorization, consent or approval of, any Governmental Authority (other than the letter to the FDA contemplated by Section 4.2(a)(iii)), Buyer and (c) does do not conflict with, result in a breach of, constitute (with or without due notice or lapse of time or both) a default under, result in the acceleration of obligations under, create in any party the right to terminate, modify or cancel, or require any notice, consent or waiver under, any material agreement or instrument binding on Reliant Buyer or any applicable order, writ, injunction or decree of any court or Governmental Authority to which Reliant Buyer is a party or by which Reliant Buyer is bound or to which any of its assets Assets is subject, except for such prohibition, limitation, default, notice, filing, permit, authorization, consent, approval, conflict conflict, breach or default which would not prevent or delay consummation by Reliant Buyer of the transactions contemplated hereby or have a Material Adverse EffectTransactions. This Agreement and the Other Agreements have been duly executed and delivered by ReliantBuyer, and constitute the legal, valid and binding obligations of ReliantBuyer, enforceable against Reliant Buyer in accordance with their respective terms, except as enforceability may be limited or affected by applicable bankruptcy, insolvency, moratorium, reorganization or other laws of general application relating to or affecting creditors’ rights generallythe Equitable Exceptions.

No Conflicts; Enforceability. The execution, delivery and performance of this Agreement and the Other Agreements by Reliant Transaction Documents and the consummation of the transactions contemplated hereby and thereby (a) is are not prohibited or limited by, do not and will not violate or contravene, do not and will not conflict with, and do not and will not result in the breach of or a default under, any provision of the Articles certificate of Incorporation incorporation or Bylaws bylaws of ReliantPurchaser, (b) does assuming all of the consents, approvals, authorizations and permits required by this Transaction have been obtained and all the filings and notifications required by this Transaction have been made and any waiting periods thereunder have terminated or expired, do not require on the part Reliant and will not conflict with any notice Law to which Purchaser is subject or filing withby which Purchaser is bound, or any permit, authorization, consent or approval of, any Governmental Authority (other than the letter to the FDA contemplated by Section 4.2(a)(iii)), (c) does do not and will not violate or contravene, conflict with, result in a breach of, constitute (with or without due notice or lapse of time or both) a default under, result in the acceleration of obligations under, create in any party the right to terminate, modify or cancel, or require any notice, consent or waiver under, (i) any material agreement Contract to which Purchaser is a party or instrument binding on Reliant by which Purchaser is bound or (ii) any applicable award, judgment, ruling, charge, order, writ, injunction or decree of any court or Governmental Authority or arbitrator to which Reliant Purchaser is a party or subject or by which Reliant Purchaser is bound or to which any of its assets is subject, except for such prohibition, limitation, default, notice, filing, permit, authorization, consent, approval, conflict breach or default which would not prevent consummation by Reliant of the transactions contemplated hereby or have a Material Adverse Effectbound. This Agreement and the Other Agreements have has been duly executed and delivered by ReliantPurchaser, and constitute constitutes the legal, valid and binding obligations obligation of ReliantPurchaser, enforceable against Reliant Purchaser in accordance with their respective its terms, except as enforceability may be limited or affected by applicable bankruptcy, insolvency, moratorium, reorganization or other laws of general application relating to or affecting creditors’ rights generally.

No Conflicts; Enforceability. The execution, delivery and performance of this Agreement and the Other Agreements by Reliant each of Purchaser and Parent, as applicable, (a) is are not prohibited or limited by, and will not result in the breach of or a default under, any provision of the Articles their respective certificates of Incorporation incorporation, bylaws or Bylaws of Reliantany other formation documentation, (b) assuming all of the consents, approvals, authorizations and permits described in Sections 5.5 and 5.8 have been obtained and all the filings and notifications described in Sections 5.5 and 5.8 have been made and any waiting periods thereunder have terminated or expired, does not require on the part Reliant conflict with any notice Law applicable to Purchaser or filing withParent, or any permit, authorization, consent or approval of, any Governmental Authority (other than the letter to the FDA contemplated by Section 4.2(a)(iii)), and (c) does not conflict with, result in a breach of, of constitute (with or without due notice or lapse of time or both) a default under, result in the acceleration of obligations under, create in any party the right to terminate, modify or cancel, or require any notice, consent or waiver under, any material agreement or instrument binding on Reliant Purchaser or Parent or any applicable order, writ, injunction or decree of any court or applicable Governmental Authority to which Reliant Purchaser or Parent is a party or by which Reliant Purchaser or Parent is bound or to which any of its assets their respective Assets is subject, except in the case of clauses (b) and (c) for such prohibitionprohibitions, limitation, default, notice, filing, permit, authorization, consent, approval, conflict breach or default which would not prevent or delay the consummation by Reliant Purchaser and Parent of the transactions contemplated hereby or have a Material Adverse EffectTransactions. This Agreement and the Other Agreements have been duly executed and delivered by ReliantPurchaser or Parent, as applicable, and constitute the legal, valid and binding obligations of ReliantPurchaser or Parent, as applicable, enforceable against Reliant Purchaser or Parent, as applicable, in accordance with their respective terms, except as enforceability may be limited or affected by applicable bankruptcy, insolvency, moratorium, reorganization or other laws Laws of general application relating to or affecting creditors’ rights generally.

No Conflicts; Enforceability. The execution, delivery and performance of this Agreement and the Other Agreements by Reliant Seller (a) is are not prohibited or limited by, and will not result in the breach of or a default under, any provision of the Articles certificate of Incorporation incorporation or Bylaws bylaws of ReliantSeller, (b) assuming all of the consents, approvals, authorizations and permits described in Section 4.7 have been obtained and all the filings and notifications described in Section 4.7 have been made and any waiting periods thereunder have terminated or expired, does not require on the part Reliant not, in any notice material respect, conflict with any Law applicable to or filing withSeller, or any permit, authorization, consent or approval of, any Governmental Authority (other than the letter to the FDA contemplated by Section 4.2(a)(iii)), and (c) other than with respect to the consents listed on Schedule 4.3, does not not, in any material respect, conflict with, result in a breach of, constitute (with or without due notice or lapse of time or both) a default under, result in the acceleration of obligations under, create in any party the right to terminate, modify or cancel, or require any notice, consent or waiver under, any material agreement or instrument binding on Reliant Seller or any applicable order, writ, injunction or decree of any court or applicable Governmental Authority to which Reliant Seller is a party or by which Reliant Seller is bound or to which any of its assets Assets is subject, except for such prohibition, limitation, default, notice, filing, permit, authorization, consent, approval, conflict breach or default which would not prevent consummation by Reliant of including the transactions contemplated hereby or have a Material Adverse EffectPurchased Assets. This Agreement and the Other Agreements have been duly executed and delivered by ReliantSeller, and constitute the legal, valid and binding obligations of ReliantSeller, enforceable against Reliant Seller in accordance with their respective terms, except as enforceability may be limited or affected by applicable bankruptcy, insolvency, moratorium, reorganization or other laws Laws of general application relating to or affecting creditors’ rights generally.

No Conflicts; Enforceability. The execution, delivery and performance of this Agreement and the Other Agreements by Reliant Purchaser (a) is are not prohibited or limited by, and will not result in the breach of or a default under, any provision of the Articles certificate of Incorporation incorporation or Bylaws bylaws of ReliantPurchaser, (b) does not require on assuming all of the part Reliant consents, approvals, authorizations and permits described in SECTION 5.5 have been obtained and all the filings and notifications described in SECTION 5.5 have been made and any notice waiting periods thereunder have terminated or expired, conflict with any Law applicable to or filing withPurchaser, or any permit, authorization, consent or approval of, any Governmental Authority (other than the letter to the FDA contemplated by Section 4.2(a)(iii)), and (c) does not conflict with, result in a breach of, constitute (with or without due notice or lapse of time or both) a default under, result in the acceleration of obligations under, create in any party the right to terminate, modify or cancel, or require any notice, consent or waiver under, any material agreement or instrument binding on Reliant Purchaser prior the Closing Date or any applicable order, writ, injunction or decree of any court or Governmental Authority to which Reliant Purchaser is a party or by which Reliant Purchaser is bound or to which any of its assets Assets is subject, except for such prohibition, limitation, default, notice, filing, permit, authorization, consent, approval, conflict breach or default which would not prevent or delay consummation by Reliant Purchaser of the transactions contemplated hereby or have a Material Adverse EffectTransactions. This Agreement and the Other Agreements have been duly executed and delivered by ReliantPurchaser, and constitute the legal, valid and binding obligations of ReliantPurchaser, enforceable against Reliant Purchaser in accordance with their respective terms, except as enforceability may be limited or affected by applicable bankruptcy, insolvency, moratorium, reorganization or other laws Laws of general application relating to or affecting creditors’ ' rights generally.

No Conflicts; Enforceability. The execution, delivery and performance of this Agreement and the Other Agreements by Reliant Purchaser (a) is are not prohibited or limited by, and will not result in the breach of or a default under, any provision of the Articles certificate of Incorporation incorporation or Bylaws bylaws of ReliantPurchaser, (b) does not require on assuming all of the part Reliant consents, approvals, authorizations and permits described in Section 5.5 have been obtained and all the filings and notifications described in Section 5.5 have been made and any notice waiting periods thereunder have terminated or expired, conflict with any Law applicable to or filing withPurchaser, or any permit, authorization, consent or approval of, any Governmental Authority (other than the letter to the FDA contemplated by Section 4.2(a)(iii)), and (c) does not conflict with, result in a breach of, constitute (with or without due notice or lapse of time or both) a default under, result in the acceleration of obligations under, create in any party the right to terminate, modify or cancel, or require any notice, consent or waiver under, any material agreement or instrument binding on Reliant Purchaser prior the Closing Date or any applicable order, writ, injunction or decree of any court or Governmental Authority to which Reliant Purchaser is a party or by which Reliant Purchaser is bound or to which any of its assets Assets is subject, except for such prohibition, limitation, default, notice, filing, permit, authorization, consent, approval, conflict breach or default which would not prevent or delay consummation by Reliant Purchaser of the transactions contemplated hereby or have a Material Adverse EffectTransactions. This Agreement and the Other Agreements have been duly executed and delivered by ReliantPurchaser, and constitute the legal, valid and binding obligations of ReliantPurchaser, enforceable against Reliant Purchaser in accordance with their respective terms, except as enforceability may be limited or affected by applicable bankruptcy, insolvency, moratorium, reorganization or other laws Laws of general application relating to or affecting creditors’ rights generally.