Common use of 3No Conflict Clause in Contracts

3No Conflict. Subject to Section 4.9(d), neither the execution and delivery of this Agreement by each Seller, B▇▇▇▇▇ and D▇▇▇▇▇▇▇, nor the execution and delivery of the Lease by Landowner and Bendistillery, nor the consummation of the Purchase and other transactions contemplated hereunder, nor the fulfillment by each Seller, Landowner, B▇▇▇▇▇ and D▇▇▇▇▇▇▇ the terms of this Agreement or the Lease will: (a) conflict with or result in a breach by any Seller, Landowner, B▇▇▇▇▇ or D▇▇▇▇▇▇▇ of, or constitute a default under, or create an event that, with the giving of notice or the lapse of time, or both, would be a default under or breach of, or give a right to terminate or cancel under, any of the terms, conditions or provisions of (1) any indenture, mortgage, lease, deed of trust, pledge, loan or credit agreement, or any other material contract, arrangement or agreement to which any Seller, Landowner, B▇▇▇▇▇ or D▇▇▇▇▇▇▇ is a party or to which any material portion of the assets of any Seller, Landowner, B▇▇▇▇▇ or D▇▇▇▇▇▇▇ is subject, (2) the Articles of Incorporation, Bylaws or organizational documents of any Seller or Landowner, or (3) any judgment, order, writ, injunction, decree or demand of any governmental entity which materially affects any Seller, Landowner, B▇▇▇▇▇ or D▇▇▇▇▇▇▇, or is likely to adversely affect any Seller's or Landowner's ability to conduct its business or own, rent or convey its assets; (b) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any material assets of any Seller, Landowner, B▇▇▇▇▇ or D▇▇▇▇▇▇▇, or which materially affects any Seller's ability to conduct its business as conducted prior to the date of this Agreement; or (c) cause a loss or adverse modification of any permit, license, or other authorization granted by a governmental entity to or otherwise held by any Seller, Landowner, B▇▇▇▇▇ or D▇▇▇▇▇▇▇. Except for this Agreement, none of the Sellers has any legal obligation, absolute or contingent, to any other person or entity to sell any capital stock or other ownership interest in any Seller, or the business or any material assets of any Seller, or to effect any merger, consolidation or other reorganization of any Seller or to enter into any agreement with respect thereto.