Common use of No Violation; Consents and Approvals Clause in Contracts

No Violation; Consents and Approvals. The execution and delivery by Acquiree of the Transaction Documents does not, and the consummation of the transactions contemplated hereby and thereby and compliance with the terms hereof and thereof will not conflict with, or result in any violation of or default (or an event which, with notice or lapse of time or both, would constitute a default) under, (a) the terms and conditions or provisions of the articles of incorporation or by-laws of Acquiree, (b) any Laws applicable to Acquiree or the property or assets of Acquiree, or (c) give rise to any right of termination, cancellation or acceleration under, or result in the creation of any Lien upon any of the properties of Acquiree under, any Contracts to which Acquiree is a party or by which Acquiree or any of its assets may be bound, except, in the case of clauses (b) and (c), for such conflicts, violations or defaults as to which requisite waivers or consents will have been obtained prior to the Closing or which, individually or in the aggregate, would not have an Acquiree Material Adverse Effect. No Governmental Approval is required to be obtained or made by or with respect to Acquiree or any Acquiree Subsidiary in connection with the execution and delivery of this Agreement or the consummation by Acquiree of the transactions contemplated hereby, except where the failure to obtain such Governmental Approval would not, individually or in the aggregate, have an Material Adverse Effect on Acquiree.

No Violation; Consents and Approvals. The execution and delivery by Acquiree of the Transaction Documents does not, and the consummation of the transactions contemplated hereby and thereby and compliance with the terms hereof and thereof will not conflict with, or result in any violation of or default (or an event which, with notice or lapse of time or both, would constitute a default) under, (a) the terms and conditions or provisions of the articles of incorporation or by-laws of Acquiree, (b) any Laws applicable to Acquiree or the property or assets of AcquireeWIOG, or (c) give rise to any right of termination, cancellation or acceleration under, or result in the creation of any Lien upon any of the properties of Acquiree WIOG under, any Contracts to which Acquiree WIOG is a party or by which Acquiree WIOG or any of its assets may be bound, except, in the case of clauses (b) and (c), for such conflicts, violations or defaults as to which requisite waivers or consents will have been obtained prior to the Closing or which, individually or in the aggregate, would not have an Acquiree WIOG Material Adverse Effect. No Governmental Approval is required to be obtained or made by or with respect to Acquiree or any Acquiree Subsidiary WIOG in connection with the execution and delivery of this Agreement or the consummation by Acquiree of the transactions contemplated hereby, except where the failure to obtain such Governmental Approval would not, individually or in the aggregate, have an a Material Adverse Effect on AcquireeWIOG.

No Violation; Consents and Approvals. The execution and delivery by Acquiree of the Transaction Documents does not, and the consummation of the transactions contemplated hereby and thereby and compliance with the terms hereof and thereof will not conflict with, or result in any violation of or default (or an event which, with notice or lapse of time or both, would constitute a default) under, (a) the terms and conditions or provisions of the articles of incorporation or by-laws of Acquiree, (b) any Laws applicable to Acquiree or the property or assets of AcquireeGIWS, or (c) give rise to any right of termination, cancellation or acceleration under, or result in the creation of any Lien upon any of the properties of Acquiree GIWS under, any Contracts to which Acquiree GIWS is a party or by which Acquiree GIWS or any of its assets may be bound, except, in the case of clauses (b) and (c), for such conflicts, violations or defaults as to which requisite waivers or consents will have been obtained prior to the Closing or which, individually or in the aggregate, would not have an Acquiree GIWS Material Adverse Effect. No Governmental Approval is required to be obtained or made by or with respect to Acquiree or any Acquiree Subsidiary GIWS in connection with the execution and delivery of this Agreement or the consummation by Acquiree of the transactions contemplated hereby, except where the failure to obtain such Governmental Approval would not, individually or in the aggregate, have an a Material Adverse Effect on AcquireeGIWS .

No Violation; Consents and Approvals. The execution and delivery by Acquiree ICG & SEER of the Transaction Documents does not, and the consummation of the transactions contemplated hereby and thereby and compliance with the terms hereof and thereof will not not, conflict with, with or result in any violation of or default (or an event which, with notice or lapse of time or both, would constitute a default) under, (a) the terms and conditions or provisions of the articles certificate of incorporation or by-laws of AcquireeICG or any SEER Subsidiary, (b) any Laws Law applicable to Acquiree ICG or SEER or the property or assets of Acquiree, SEER or (c) give rise to any right of termination, cancellation or acceleration under, or result in the creation of any Lien upon any of the properties of Acquiree under, SEER under any Contracts Contract to which Acquiree SEER is a party or by which Acquiree SEER or any assets of its assets SEER may be bound, except, in the case of clauses (b) and (c), for such conflicts, violations or defaults which are set forth in Section 3.04 of the SEER Disclosure Schedule and as to which requisite waivers or consents will have been obtained prior to the Closing or which, individually or in the aggregate, would not have an Acquiree a SEER Material Adverse Effect. No Governmental Approval is required to be obtained or made by or with respect to Acquiree ICG or any Acquiree Subsidiary SEER in connection with the execution and delivery of this Agreement or the consummation by Acquiree ICG and SEER of the transactions contemplated hereby, except where the failure to obtain such Governmental Approval would not, individually or in the aggregate, have an Material Adverse Effect on Acquiree.

No Violation; Consents and Approvals. The execution and delivery by Acquiree WPC of the Transaction Documents does not, and the consummation of the transactions contemplated hereby and thereby and compliance with the terms hereof and thereof will not conflict with, or result in any violation of or default (or an event which, with notice or lapse of time or both, would constitute a default) under, (a) the terms and conditions or provisions of the articles of incorporation or by-laws of AcquireeWPC, (b) any Laws applicable to Acquiree WPC or the property or assets of AcquireeWPC, or (c) give rise to any right of termination, cancellation or acceleration under, or result in the creation of any Lien upon any of the properties of Acquiree WPC under, any Contracts to which Acquiree WPC is a party or by which Acquiree WPC or any of its assets may be bound, except, in the case of clauses (b) and (c), for such conflicts, violations or defaults as to which requisite waivers or consents will have been obtained prior to the Closing or which, individually or in the aggregate, would not have an Acquiree WPC Material Adverse Effect. No Except as set forth in Section 4.04 of the WPC Disclosure Schedule, no Governmental Approval is required to be obtained or made by or with respect to Acquiree WPC or any Acquiree WPC Subsidiary in connection with the execution and delivery of this Agreement or the consummation by Acquiree WPC of the transactions contemplated hereby, except where the failure to obtain such Governmental Approval would not, individually or in the aggregate, have an WPC Material Adverse Effect on AcquireeEffect.

No Violation; Consents and Approvals. The execution and delivery by Acquiree BBI of the Transaction Documents does not, and the consummation of the transactions contemplated hereby and thereby and compliance with the terms hereof and thereof will not conflict with, or result in any violation of or default (or an event which, with notice or lapse of time or both, would constitute a default) under, (a) the terms and conditions or provisions of the articles of incorporation or by-laws of AcquireeBBI, (b) any Laws applicable to Acquiree BBI or the property or assets of AcquireeBBI, or (c) give rise to any right of termination, cancellation or acceleration under, or result in the creation of any Lien upon any of the properties of Acquiree BBI under, any Contracts to which Acquiree BBI is a party or by which Acquiree BBI or any of its assets may be bound, except, in the case of clauses (b) and (c), for such conflicts, violations or defaults as to which requisite waivers or consents will have been obtained prior to the Closing or which, individually or in the aggregate, would not have an Acquiree BBI Material Adverse Effect. No Except as set forth in Section 4.04 of the BBI Disclosure Schedule, no Governmental Approval is required to be obtained or made by or with respect to Acquiree BBI or any Acquiree BBI Subsidiary in connection with the execution and delivery of this Agreement or the consummation by Acquiree BBI of the transactions contemplated hereby, except where the failure to obtain such Governmental Approval would not, individually or in the aggregate, have an BBI Material Adverse Effect on AcquireeEffect.

No Violation; Consents and Approvals. The execution and delivery by Acquiree BBI of the Transaction Documents does not, and the consummation of the transactions contemplated hereby and thereby and compliance with the terms hereof and thereof will not conflict with, or result in any violation of or default (or an event which, with notice or lapse of time or both, would constitute a default) under, (a) the terms and conditions or provisions of the articles of incorporation or by-laws of AcquireeBBI, (b) any Laws applicable to Acquiree BBI or the property or assets of AcquireeBBI, or (c) give rise to any right of termination, cancellation or acceleration under, or result in the creation of any Lien upon any of the properties of Acquiree BBI under, any Contracts to which Acquiree BBI is a party or by which Acquiree BBI or any of its assets may be bound, except, (i) BBI is required to obtain the prior consent of Orix Finance Corp. in order to consummate the transactions contemplated hereby, and (ii) in the case of clauses (b) and (c), for such conflicts, violations or defaults as to which requisite waivers or consents will have been obtained prior to the Closing or which, individually or in the aggregate, would not have an Acquiree a Material Adverse Effect. No Governmental Approval is required to be obtained or made by or with respect to Acquiree BBI or any Acquiree BBI Subsidiary in connection with the execution and delivery of this Agreement or the consummation by Acquiree BBI of the transactions contemplated hereby, except where the failure to obtain such Governmental Approval would not, individually or in the aggregate, have an BBI Material Adverse Effect on AcquireeEffect.

No Violation; Consents and Approvals. The execution and delivery by Acquiree HGR of the Transaction Documents does not, and the consummation of the transactions contemplated hereby and thereby and compliance with the terms hereof and thereof will not conflict with, or result in any violation of or default (or an event which, with notice or lapse of time or both, would constitute a default) under, (a) the terms and conditions or provisions of the articles of incorporation or by-laws of AcquireeHGR, (b) any Laws applicable to Acquiree HGR or the property or assets of AcquireeHGR, or (c) give rise to any right of termination, cancellation or acceleration under, or result in the creation of any Lien upon any of the properties of Acquiree HGR under, any Contracts to which Acquiree HGR is a party or by which Acquiree HGR or any of its assets may be bound, except, in the case of clauses (b) and (c), for such conflicts, violations or defaults as to which requisite waivers or consents will have been obtained prior to the Closing or which, individually or in the aggregate, would not have an Acquiree HGR Material Adverse Effect. No Except as set forth in Section 4.04 of the HGR Disclosure Schedule, no Governmental Approval is required to be obtained or made by or with respect to Acquiree HGR or any Acquiree HGR Subsidiary in connection with the execution and delivery of this Agreement or the consummation by Acquiree HGR of the transactions contemplated hereby, except where the failure to obtain such Governmental Approval would not, individually or in the aggregate, have an HGR Material Adverse Effect on AcquireeEffect.

No Violation; Consents and Approvals. The execution and delivery by Acquiree of the Transaction Documents does not, and the consummation of the transactions contemplated hereby and thereby and compliance with the terms hereof and thereof will not conflict with, or result in any violation of or default (or an event which, with notice or lapse of time or both, would constitute a default) under, (a) the terms and conditions or provisions of the articles of incorporation or by-laws of Acquiree, (b) any Laws applicable to Acquiree or the property or assets of Acquiree, or (c) give rise to any right of termination, cancellation or acceleration under, or result in the creation of any Lien upon any of the properties of Acquiree under, any Contracts to which Acquiree is a party or by which Acquiree or any of its assets may be bound, except, in the case of clauses (b) and (c), for such conflicts, violations or defaults as to which requisite waivers or consents will have been obtained prior to the Closing or which, individually or in the aggregate, would not have an Acquiree Material Adverse Effect. No Governmental Approval is required to be obtained or made by or with respect to Acquiree or any Acquiree Subsidiary in connection with the execution and delivery of this Agreement or the consummation by Acquiree of the transactions contemplated hereby, except where the failure to obtain such Governmental Approval would not, individually or in the aggregate, have an a Material Adverse Effect on Acquiree.

No Violation; Consents and Approvals. The execution and delivery by Acquiree IMV of the Transaction Documents does not, and the consummation of the transactions contemplated hereby and thereby and compliance with the terms hereof and thereof will not conflict with, or result in any violation of or default (or an event which, with notice or lapse of time or both, would constitute a default) under, (a) the terms and conditions or provisions of the articles of incorporation or by-laws of AcquireeIMV, (b) any Laws applicable to Acquiree IMV or the property or assets of AcquireeIMV, or (c) give rise to any right of termination, cancellation or acceleration under, or result in the creation of any Lien upon any of the properties of Acquiree IMV under, any Contracts to which Acquiree IMV is a party or by which Acquiree IMV or any of its assets may be bound, except, in the case of clauses (b) and (c), for such conflicts, violations or defaults as to which requisite waivers or consents will have been obtained prior to the Closing or which, individually or in the aggregate, would not have an Acquiree IMV Material Adverse Effect. No Except as set forth in Section 4.04 of the IMV Disclosure Schedule, no Governmental Approval is required to be obtained or made by or with respect to Acquiree IMV or any Acquiree IMV Subsidiary in connection with the execution and delivery of this Agreement or the consummation by Acquiree IMV of the transactions contemplated hereby, except where the failure to obtain such Governmental Approval would not, individually or in the aggregate, have an IMV Material Adverse Effect on AcquireeEffect.

No Violation; Consents and Approvals. The execution and delivery by Acquiree Buyer of this Agreement and the Transaction Documents does other Buyer Agreements do not, and the consummation of the transactions contemplated hereby and thereby and compliance with the terms hereof and thereof will not (a) conflict with, or result in any violation of or default (or an event which, with notice or lapse of time or both, would constitute a default) under, under (ai) the terms and conditions or provisions any provision of the articles organizational documents of incorporation Buyer, or by-laws of Acquiree, (bii) any Laws Order or Applicable Law applicable to Acquiree Buyer or the property or assets of Acquiree, Buyer or (cb) constitute a breach of or give rise to any right of termination, cancellation or acceleration under, or result in the creation of any Lien upon any of the properties of Acquiree Buyer under, any Contracts material contract to which Acquiree Buyer is a party or by which Acquiree Buyer or any assets of its assets Buyer may be bound; provided, excepthowever, that no representation or warranty is made in the case of foregoing clauses (a)(ii) or (b) and (c), for such conflicts, violations or defaults as with respect to which requisite waivers or consents will have been obtained prior to the Closing or whichmatters that, individually or in the aggregate, would not have an Acquiree Material Adverse Effectmaterially impair Buyer’s ability to consummate the transactions contemplated hereby. No Governmental Approval of any Governmental Authority is required to be obtained or made by or with respect to Acquiree or any Acquiree Subsidiary Buyer in connection with the execution and delivery of this Agreement or the consummation by Acquiree of the transactions contemplated hereby; provided, except where the failure however, that no representation and warranty is made with respect to obtain such authorizations, approvals, notices or filings with any Governmental Approval Authority that, if not obtained or made, would not, individually or in the aggregate, have an Material Adverse Effect on Acquireematerially impair Buyer’s ability to consummate the transactions contemplated hereby.

No Violation; Consents and Approvals. The execution and delivery by Acquiree Buyer of the Transaction Documents does this Agreement do not, and the consummation of the transactions contemplated hereby and thereby and compliance with the terms hereof and thereof will not not, conflict with, or result in any violation of or default (or an event which, with notice or lapse of time or both, would constitute a default) under, (a) the terms and conditions or provisions any provision of the articles Certificate of incorporation Incorporation or by-laws Bylaws of AcquireeBuyer, (b) any Order or Applicable Laws applicable to Acquiree Buyer or the property or assets of Acquiree, Buyer or (c) give rise to any right of termination, cancellation or acceleration under, or result in the creation of any Lien upon any of the properties of Acquiree under, any Contracts to which Acquiree Buyer is a party or by which Acquiree Buyer or any of its assets may be bound, except, in the case of clauses (b) and (c), for such conflicts, violations or defaults as to which requisite waivers or consents will have been obtained prior to the Closing or which, individually or in the aggregate, would not have an Acquiree Material Adverse Effectimpair Buyer's ability to consummate the transactions contemplated hereby. No Governmental Approval is required to be obtained or made by or with respect to Acquiree Buyer or any Acquiree Subsidiary its affiliates in connection with the execution and delivery of this Agreement Agreement, or the consummation by Acquiree Buyer of the transactions contemplated hereby, except where other than, in each case, (i) compliance with and filings under the HSR Act, (ii) compliance with and filings under the Exchange Act, (iii) compliance with and filings under state environmental statutes, (iv) compliance with and filings under applicable governmental and defense industrial security clearances and (v) those the failure of which to obtain such Governmental Approval would notobtain, individually or in the aggregate, have an Material Adverse Effect on Acquireewould not impair Buyer's ability to consummate the transactions contemplated hereby.

No Violation; Consents and Approvals. The execution and delivery by Acquiree FOKI of the Transaction Documents does not, and the consummation of the transactions contemplated hereby and thereby and compliance with the terms hereof and thereof will not conflict with, or result in any violation of or default (or an event which, with notice or lapse of time or both, would constitute a default) under, (a) the terms and conditions or provisions of the articles of incorporation or by-laws of AcquireeFOKI, (b) any Laws applicable to Acquiree FOKI or the property or assets of AcquireeFOKI, or (c) give rise to any right of termination, cancellation or acceleration under, or result in the creation of any Lien upon any of the properties of Acquiree FOKI under, any Contracts to which Acquiree FOKI is a party or by which Acquiree FOKI or any of its assets may be bound, except, in the case of clauses (b) and (c), for such conflicts, violations or defaults as to which requisite waivers or consents will have been obtained prior to the Closing or which, individually or in the aggregate, would not have an Acquiree FOKI Material Adverse Effect. No Except as set forth in Section 4.04 of the FOKI Disclosure Schedule, no Governmental Approval is required to be obtained or made by or with respect to Acquiree FOKI or any Acquiree FOKI Subsidiary in connection with the execution and delivery of this Agreement or the consummation by Acquiree FOKI of the transactions contemplated hereby, except where the failure to obtain such Governmental Approval would not, individually or in the aggregate, have an FOKI Material Adverse Effect on AcquireeEffect.

No Violation; Consents and Approvals. The execution and delivery by Acquiree Etelos of the Transaction Documents does not, and the consummation of the transactions contemplated hereby and thereby and compliance with the terms hereof and thereof will not conflict with, or result in any violation of or default (or an event which, with notice or lapse of time or both, would constitute a default) under, (a) the terms and conditions or provisions of the articles of incorporation or by-laws of AcquireeEtelos, (b) any Laws applicable to Acquiree Etelos or the property or assets of AcquireeEtelos, or (c) give rise to any right of termination, cancellation or acceleration under, or result in the creation of any Lien upon any of the properties of Acquiree Etelos under, any Contracts to which Acquiree Etelos is a party or by which Acquiree Etelos or any of its assets may be bound, except, in the case of clauses (b) and (c), for such conflicts, violations or defaults as to which requisite waivers or consents will have been obtained prior to the Closing or which, individually or in the aggregate, would not have an Acquiree Etelos Material Adverse Effect. No Except for the Bankruptcy Court’s approval of the Plan, including the issuance of the the Surviving Corporation Common Stock as contemplated by this Agreement and as set forth in Section 3.04 of the Etelos Disclosure Schedule, no Governmental Approval is required to be obtained or made by or with respect to Acquiree Etelos or any Acquiree Etelos Subsidiary in connection with the execution and delivery of this Agreement or the consummation by Acquiree Etelos of the transactions contemplated hereby, except where the failure to obtain such Governmental Approval would not, individually or in the aggregate, have an Etelos Material Adverse Effect on AcquireeEffect.

No Violation; Consents and Approvals. The Except as set forth in Section 2.3 of the Disclosure Letter, the execution and delivery by Acquiree Seller of this Agreement and the Transaction Documents does other Seller Agreements do not, and the consummation of the transactions contemplated hereby and thereby and compliance with the terms hereof and thereof will not (a) conflict with, or result in any violation of or default (or an event which, with notice or lapse of time or both, would constitute a default) under (i) any provision of the organizational documents of Seller or (ii) any Order or Applicable Law applicable to Seller or the property or assets of Seller or (b) conflict with, or result in any violation of or default (or an event which, with notice or lapse of time or both, would constitute a default) under, (a) the terms and conditions or provisions of the articles of incorporation or by-laws of Acquiree, (b) any Laws applicable to Acquiree or the property or assets of Acquiree, or (c) give rise to any right of termination, cancellation or acceleration under, or result in the creation of any Lien upon any of the properties of Acquiree Seller under, require notice to a third party under, require the payment of a penalty under or increased fees or result in the loss of a benefit under any Contracts Contract to which Acquiree Seller is a party or by which Acquiree Seller or any assets of its assets Seller may be bound; provided, excepthowever, that no representation or warranty is made in the case of foregoing clauses (a)(ii) or (b) and (c), for such conflicts, violations or defaults as with respect to which requisite waivers or consents will have been obtained prior to the Closing or whichmatters that would not, individually or in the aggregate, would not have an Acquiree a Material Adverse Effect. No Governmental Approval of any Governmental Authority is required to be obtained or made by or with respect to Acquiree or any Acquiree Subsidiary Seller in connection with the execution and delivery of this Agreement or the consummation by Acquiree of the transactions contemplated hereby, except where for such filings as may be required under the failure to obtain HSR Act and such authorizations, approvals, notices or filings with any Governmental Approval Authority that, if not obtained or made, would not, individually or in the aggregate, have an a Material Adverse Effect on AcquireeEffect.

No Violation; Consents and Approvals. The execution and delivery by SKANA and Acquiree of the Transaction Documents this Agreement does not, and the consummation of the transactions contemplated hereby and thereby and compliance with the terms hereof and thereof will not conflict with, or result in any violation of or default (or an event which, with notice or lapse of time or both, would constitute a default) under, (a) the terms and conditions or provisions of the articles of incorporation or by-laws of SKANA or Acquiree, (b) any Laws applicable to SKANA or Acquiree or the property or assets of SKANA or Acquiree, or (c) give rise to any right of termination, cancellation or acceleration under, or result in the creation of any Lien upon any of the properties of SKANA or Acquiree under, any Contracts to which SKANA or Acquiree is a party or by which SKANA or Acquiree or any of its their respective assets may be bound, except, in the case of clauses (b) and (c), for such conflicts, violations or defaults as to which requisite waivers or consents will have been obtained prior to the Closing or which, individually or in the aggregate, would not have an Acquiree Material Adverse Effect. No Governmental Approval is required to be obtained or made by or with respect to SKANA or Acquiree or any Acquiree Subsidiary in connection with the execution and delivery of this Agreement or the consummation by Acquiree SKANA of the transactions contemplated hereby, except where the failure to obtain such Governmental Approval would not, individually or in the aggregate, have an a Material Adverse Effect on Acquiree.