Common use of No Consents Required; No Conflict Clause in Contracts

No Consents Required; No Conflict. with Instruments to which the Contributor is a Party. The execution, delivery and performance of this Agreement and the other Related Agreements by the Contributor or by any Affiliate of the Contributor that is a party thereto and the consummation by the Contributor or any such Affiliate of the transactions contemplated thereby (i) will not require any Consent except for such Consents the failure of which to be obtained or made, would not in the aggregate reasonably be expected to have a Material Adverse Effect; and (ii) will not violate (with or without the giving of notice or the lapse of time or both), or conflict with, or result in the breach or termination of any provision of, or constitute a default under, or result in the acceleration of the performance of the obligations of the Contributor or any such Affiliate under, or result in the creation of an Encumbrance upon any Assets or a portion of the Contributed Business pursuant to, the charter or by-laws of the Contributor or any such Affiliate, or any indenture, mortgage, deed of trust, lease, licensing agreement, contract, instrument or other agreement to which the Contributor or any such Affiliate is a party or by which the Contributor or any such Affiliate or any of the Assets held by the Contributor or any such Affiliate is bound, except for such violations, conflicts, breaches, terminations, defaults, accelerations or Encumbrances which would not in the aggregate reasonably be expected to have a Material Adverse Effect.