Common use of No Violations and Consents Clause in Contracts

No Violations and Consents. (a) None of the execution, delivery or performance of this Agreement by Blocker Seller, Blocker GP and Blocker or the consummation by Blocker Seller, Blocker GP and Blocker of the Transactions contemplated by this Agreement will: (i) conflict with or violate any provision of the charter, bylaws or any equivalent Organizational Document or governing documents of Blocker Seller, Blocker GP or Blocker; (ii) assuming that all consents, approvals and authorizations described in Section 4.5(b) have been obtained and all filings and notifications described in Section 4.5(b) have been made and any waiting periods thereunder have terminated or expired, conflict with or violate any Law applicable to Blocker Seller, Blocker GP or Blocker or any of their respective properties or assets; or (iii) require any consent or approval under, violate, conflict with, result in any breach of or any loss of any benefit under, or constitute a default under (with or without notice or lapse of time, or both), or result in termination or give to others any right of termination, vesting, amendment, acceleration, cancellation, purchase or sale of, or result in the triggering of any payment or in the creation of a Lien (other than Permitted Liens) upon any of the properties or assets of Blocker or its assets pursuant to, any Contract to which Blocker, Blocker GP or Blocker Seller is a party (or by which any of its properties or assets is bound) or any Permit held by it except, with respect to clauses (ii) and (iii), as would not, individually or in the aggregate, reasonably be expected to prevent or materially delay the ability of Blocker to consummate the Blocker Sale. (b) None of the execution, delivery or performance of this Agreement by Blocker, Blocker GP or Blocker Seller or the consummation by Blocker, Blocker GP or Blocker Seller of the Transactions contemplated by this Agreement will require (with or without notice or lapse of time, or both) any consent, approval, authorization or permit of, or filing or registration with or notification to, any Governmental Authority, other than (i) such filings as may be required in connection with the payment of any transfer and gain Taxes, (ii) compliance with, and such filings, consents, approvals, authorizations and/or registrations as set forth on Section 4.5(b) of the Disclosure Letter and (iii) where the failure to obtain such consents, approvals, authorizations or permits of, or to make such filings, registrations with or notifications to, any Governmental Authority would not, individually or in the aggregate, reasonably be expected to prevent or materially delay the ability of Blocker, Blocker GP or Blocker Seller to consummate the Blocker Sale.

No Violations and Consents. (a) None of the execution, delivery or performance of this Agreement by Blocker Seller, Blocker GP and Blocker Seller or the consummation by Blocker Seller, Blocker GP and Blocker Seller of the Transactions transactions contemplated by this Agreement will: (i) conflict with or violate any provision of the charterContract to which it is a party, bylaws or any equivalent Organizational Document or governing documents of Blocker Seller, Blocker GP or Blocker; (ii) assuming that all consents, approvals and authorizations described in Section 4.5(b3.2(b) have been obtained and all filings and notifications described in Section 4.5(b3.2(b) have been made and any waiting periods thereunder have terminated or expired, conflict with or violate any Law applicable to Blocker Seller, Blocker GP or Blocker or any of their respective its properties or assets; , or (iii) require any consent consent, notice or approval under, violate, conflict with, result in any breach of or any loss of any benefit under, or constitute a default under (with or without notice or lapse of time, or both), or result in termination or give to others any right of termination, vesting, amendment, acceleration, modification, cancellation, purchase or sale of, or result in the triggering of any payment or in the creation of a Lien (other than Permitted Liens) upon any of the properties or assets (including rights) of Blocker or its assets Seller pursuant to, any Contract to which Blocker, Blocker GP or Blocker Seller is a party (or by which any of its properties or assets is (including rights) are bound) or any Permit held by it except, with respect to clauses (ii) and (iii), except as would not, individually or in the aggregate, reasonably be expected to prevent or materially delay the ability of Blocker Seller to consummate the Blocker Sale. (b) None of the execution, delivery or performance of this Agreement by Blocker, Blocker GP or Blocker Seller or the consummation by Blocker, Blocker GP or Blocker Seller of the Transactions transactions contemplated by this Agreement will require (with or without notice or lapse of time, or both) any consent, approval, authorization or permit of, or filing or registration with or notification to, any Governmental AuthorityAuthority with respect to Seller or any of its properties or assets, other than (i) such filings as may be required in connection with the payment of any transfer and gain Taxes, (ii) compliance with, and such filings, consents, approvals, authorizations and/or registrations as set forth on Section 4.5(b4.4(b) of the Disclosure Letter Schedules, (iii) compliance with applicable federal or state securities or “blue sky” Laws, (iv) such consents, approvals, authorizations, permits, filings, registrations or notifications as may be required as a result of the identity of Purchaser or its Affiliates and (iiiv) where the failure to obtain such consents, approvals, authorizations or permits of, or to make such filings, registrations with or notifications to, any Governmental Authority would not, individually or in the aggregate, reasonably be expected to prevent or materially delay the ability of Blocker, Blocker GP or Blocker Seller to consummate the Blocker Sale.

No Violations and Consents. (a) None of the The execution, delivery or and performance of this Agreement by Blocker Sellerthe Seller does not and will not, Blocker GP and Blocker after the giving of notice, or the consummation by Blocker Sellerlapse of time, Blocker GP and Blocker of the Transactions contemplated by this Agreement will: or otherwise, (i) conflict with or violate any provision of the charter, bylaws or any equivalent Organizational Document or governing documents of Blocker Seller, Blocker GP or Blocker; (ii) assuming that all consents, approvals and authorizations described in Section 4.5(b) have been obtained and all filings and notifications described in Section 4.5(b) have been made and any waiting periods thereunder have terminated or expired, conflict with or violate any Law applicable to Blocker Seller, Blocker GP or Blocker or any of their respective properties or assets; or (iii) require any consent or approval under, violate, conflict with, result in any a breach of or any loss of any benefit underof, or constitute a default under under, the Certificate of Formation or Operating Agreement of the Seller or any of its Affiliates or any Law or any Purchased Contract; (with ii) result in the creation of any Lien upon any of the Purchased Assets; (iii) terminate, amend or without notice or lapse of timemodify, or both)give any party the right to terminate, amend, modify, abandon, or refuse to perform, any Purchased Contract; (iv) accelerate or modify, or give any party the right to accelerate or modify, the time within which, or the terms under which, any duties or obligations are to be performed by Seller or any of its Affiliates, or any rights or benefits are to be received by any Person, under any Purchased Contract; or (v) violate or result in termination a default (or give rise to others any right of termination, vestingsuspension, amendment, accelerationmodification, cancellation, purchase or sale ofacceleration) in any material respect under any other indebtedness or obligation, lease, contract, other agreement, commitment, indenture, mortgage, deed of trust, or result in the triggering of any payment other instrument, document, or in the creation of a Lien (other than Permitted Liens) upon arrangement to which Seller or any of the properties or assets of Blocker or its assets pursuant to, any Contract to which Blocker, Blocker GP or Blocker Seller Affiliates is a party (or by which any of its properties or assets the Purchased Assets is bound) or any Permit held by it except, with respect to clauses (ii) and (iii), as would not, individually or in the aggregate, reasonably be expected to prevent or materially delay the ability of Blocker to consummate the Blocker Sale. (b) None of the execution, The execution and delivery or performance by Seller of this Agreement does not, and the performance by Blocker, Blocker GP or Blocker Seller or the consummation by Blockerany of its Affiliates of its obligations hereunder will not, Blocker GP require Seller or Blocker Seller any of the Transactions contemplated by this Agreement will require (with or without notice or lapse of time, or both) its Affiliates to obtain any consent, approval, authorization or permit other action of, or make any filing or registration with or notification give any notice to, any Governmental Authority, other than except (ia) such filings as may be required disclosed in connection with the payment of any transfer and gain TaxesSchedule 7.03, (iib) compliance with, and such filings, consents, approvals, authorizations and/or registrations as set forth on Section 4.5(b) pursuant to the applicable requirements of the Disclosure Letter and HSR Act, (iiic) where the failure to obtain such consents, approvals, authorizations or permits ofactions, or to make such filings, registrations with filings or notifications to, give such notices would not have a Material Adverse Effect or impair the Seller’s ability to perform its obligations hereunder in any Governmental Authority would not, individually material respect and (d) as may be necessary as a result of any facts or in the aggregate, reasonably be expected circumstances relating solely to prevent or materially delay the ability of Blocker, Blocker GP or Blocker Seller to consummate the Blocker SalePurchaser.

No Violations and Consents. (a) None of the execution, delivery or performance of this Agreement by Blocker Seller, Blocker GP and Blocker Purchaser or the consummation by Blocker Seller, Blocker GP and Blocker Purchaser of the Transactions transactions contemplated by this Agreement will: (i) conflict with or violate any provision of the charter, bylaws or any equivalent Organizational Document organizational or governing documents of Blocker Seller, Blocker GP or BlockerPurchaser; (ii) assuming that all consents, approvals and authorizations described in Section 4.5(b5.3(b) have been obtained and all filings and notifications described in Section 4.5(b5.3(b) have been made and any waiting periods thereunder have terminated or expired, conflict with or violate any Law applicable to Blocker Seller, Blocker GP or Blocker Purchaser or any of their respective its properties or assets; or (iii) require any consent or approval under, violate, conflict with, result in any breach of or any loss of any benefit under, or constitute a default under (with or without notice or lapse of time, or both), or result in termination or give to others any right of termination, vesting, amendment, acceleration, cancellation, purchase or sale of, or result in the triggering of any payment or in the creation of a Lien (other than Permitted Liens) upon any of the properties or assets of Blocker or its assets Purchaser pursuant to, any Contract to which Blocker, Blocker GP or Blocker Seller Purchaser is a party (or by which any of its properties or assets is bound) or any Permit held by it except, with respect to clauses (ii) and (iii), as would not, individually or in the aggregate, reasonably be expected to prevent or materially delay the ability of Blocker Purchaser to consummate the Blocker Sale. (b) None of the execution, delivery or performance of this Agreement by Blocker, Blocker GP or Blocker Seller Purchaser or the consummation by Blocker, Blocker GP or Blocker Seller Purchaser of the Transactions transactions contemplated by this Agreement will require (with or without notice or lapse of time, or both) any consent, approval, authorization or permit of, or filing or registration with or notification to, any Governmental Authority, other than (i) such filings as may be required in connection with the payment of any transfer and gain Taxes, (ii) compliance with, and such filings, consents, approvals, authorizations and/or registrations as set forth on Section 4.5(b5.3(b) of the Disclosure Letter Schedules and (iii) where the failure to obtain such consents, approvals, authorizations or permits of, or to make such filings, registrations with or notifications to, any Governmental Authority would not, individually or in the aggregate, reasonably be expected to prevent or materially delay the ability of Blocker, Blocker GP or Blocker Seller Purchaser to consummate the Blocker Sale.