Common use of No Breach or Violation Clause in Contracts

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by ECXJ of this Agreement and the Collateral Documents to which it is a party, and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of ECXJ under, or result in the creation or imposition of any Encumbrance upon ECXJ, ECXJ assets, ECXJ Business or ECXJ Common Stock by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of ECXJ or any Subsidiary of ECXJ, (ii) any material contract, agreement, lease, indenture or other instrument to which ECXJ is a party or by or to which ECXJ, or the assets may be bound or subject and a violation of which would result in a Material Adverse Effect on ECXJ, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to ECXJ or (iv) any Permit of ECXJ, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on ECXJ or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of ECXJ to perform its obligations under this Agreement or any of the Collateral Documents.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by ECXJ the Shareholder of this Agreement and the Collateral Documents to which it is a party, party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of ECXJ the Shareholder under, or result in the creation or imposition of any Encumbrance upon ECXJ, ECXJ assets, ECXJ Business or ECXJ Common Stock the property of the Shareholder by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of ECXJ or any Subsidiary of ECXJCXJ, (ii) any material contract, agreement, lease, indenture or other instrument to which ECXJ is any the Shareholder or CXJ are a party or by or to which ECXJ, the Shareholder or the assets CXJ or their property may be bound or subject and a violation of which would result in a Material Adverse Effect on ECXJthe Shareholder or CXJ taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to ECXJ the Shareholder or CXJ or (iv) any Permit of ECXJCXJ or subsidiary, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on ECXJ CXJ or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of ECXJ the Shareholder or CXJ to perform its obligations under this Agreement hereunder or any of the Collateral Documentsthere under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by ECXJ WNLV of this Agreement and the Collateral Documents to which it is a party, and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of ECXJ WNLV under, or result in the creation or imposition of any Encumbrance upon ECXJWNLV, ECXJ assetsWNLV Assets, ECXJ WNLV Business or ECXJ WNLV Common Stock by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of ECXJ WNLV or any Subsidiary of ECXJWNLV, (ii) any material contract, agreement, lease, indenture or other instrument to which ECXJ WNLV is a party or by or to which ECXJWNLV, or the assets Assets may be bound or subject and a violation of which would result in a Material Adverse Effect on ECXJWNLV, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to ECXJ WNLV or (iv) any Permit of ECXJWNLV, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on ECXJ WNLV or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of ECXJ WNLV to perform its obligations under this Agreement or any of the Collateral Documents.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by ECXJ the Splinternet Parties of this Agreement and the Collateral Documents to which it each is a party, party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of ECXJ any Splinternet Party under, or result in the creation or imposition of any Encumbrance upon ECXJ, ECXJ assets, ECXJ Business the property of Splinternet or ECXJ Common Stock Merger Sub by reason of the terms of (i) the articles of incorporation, by by-laws or other charter or organizational document of ECXJ or any Subsidiary of ECXJSplinternet Party, (ii) any material contract, agreement, lease, indenture or other instrument to which ECXJ any Splinternet Party is a party or by or to which ECXJ, any Splinternet Party or the assets their property may be bound or subject and a violation of which would result in a Material Adverse Effect on ECXJSplinternet taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to ECXJ any Splinternet Party or (iv) any Permit of ECXJSplinternet or Merger Sub, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on ECXJ Splinternet or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of ECXJ any Splinternet Party to perform its obligations under this Agreement hereunder or any of the Collateral Documentsthereunder.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by ECXJ WHL or the Shareholders of this Agreement and the Collateral Documents to which it is they are a party, party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of ECXJ the Shareholders under, or result in the creation or imposition of any Encumbrance upon ECXJ, ECXJ assets, ECXJ Business or ECXJ Common Stock the property of the Shareholders by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of ECXJ or any Subsidiary of ECXJWHL, (ii) any material contract, agreement, lease, indenture or other instrument to which ECXJ is any the Shareholders or WHL are a party or by or to which ECXJ, the Shareholders or the assets WHL or their property may be bound or subject and a violation of which would result in a Material Adverse Effect on ECXJthe Shareholders or WHL taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to ECXJ the Shareholders or WHL or (iv) any Permit of ECXJWHL or subsidiary, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on ECXJ WHL or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of ECXJ the Shareholders or WHL to perform its their obligations under this Agreement hereunder or any of the Collateral Documentsthere under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by ECXJ the Shareholders of this Agreement and the Collateral Documents to which it is they are a party, party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of ECXJ the Shareholders under, or result in the creation or imposition of any Encumbrance upon ECXJ, ECXJ assets, ECXJ Business or ECXJ Common Stock the property of the Shareholders by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of ECXJ or any Subsidiary of ECXJAMERIGUARD, (ii) any material contract, agreement, lease, indenture or other instrument to which ECXJ is any the Shareholder or AMERIGUARD are a party or by or to which ECXJ, the Shareholders or the assets AMERIGUARD or their property may be bound or subject and a violation of which would result in a Material Adverse Effect on ECXJthe Shareholders or AMERIGUARD taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to ECXJ the Shareholders or AMERIGUARD or (iv) any Permit of ECXJAMERIGUARD or subsidiary, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on ECXJ AMERIGUARD or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of ECXJ the Shareholders or AMERIGUARD to perform its obligations under this Agreement hereunder or any of the Collateral Documentsthere under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by ECXJ the TCG Members of this Agreement and the Collateral Documents to which it is a party, they are parties and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of ECXJ the TCG Members under, or result in the creation or imposition of any Encumbrance upon ECXJ, ECXJ assets, ECXJ Business or ECXJ Common Stock the property of the TCG Members by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of ECXJ or any Subsidiary of ECXJTCG , (ii) any material contract, agreement, lease, indenture or other instrument to which ECXJ any of TCG Members or TCG is a party or by or to which ECXJ, TCG Members or the assets TCG or its property may be bound or subject and a violation of which would result in a Material Adverse Effect on ECXJthe TCG Members, and/or TCG taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to ECXJ the TCG Members or TCG or (iv) any Permit of ECXJTCG, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on ECXJ TCG or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of ECXJ the TCG Members or TCG to perform its their obligations under this Agreement hereunder or any of the Collateral Documentsthere under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by ECXJ 14 02219/0001 142468.2 the AEC Parties of this Agreement and the Collateral Documents to which it each is a party, party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of ECXJ any AEC Party under, or result in the creation or imposition of any Encumbrance upon ECXJ, ECXJ assets, ECXJ Business or ECXJ Common Stock the property of any AEC Party by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of ECXJ or any Subsidiary of ECXJAEC Party, (ii) any material contract, agreement, lease, indenture or other instrument to which ECXJ any AEC Party is a party or by or to which ECXJ, any AEC Party or the assets its property may be bound or subject and a violation of which would result in a Material Adverse Effect on ECXJAEC taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to ECXJ any AEC Party or (iv) any Permit of ECXJAEC or Merger Sub, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on ECXJ AEC or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of ECXJ any AEC Party to perform its obligations under this Agreement hereunder or any of the Collateral Documentsthere under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by ECXJ ZYQG of this Agreement and the Collateral Documents to which it is a party, and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of ECXJ ZYQG under, or result in the creation or imposition of any Encumbrance upon ECXJZYQG, ECXJ assetsZYQG Assets, ECXJ ZYQG Business or ECXJ ZYQG Common Stock by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of ECXJ ZYQG or any Subsidiary of ECXJZYQG, (ii) any material contract, agreement, lease, indenture or other instrument to which ECXJ ZYQG is a party or by or to which ECXJZYQG, or the assets Assets may be bound or subject and a violation of which would result in a Material Adverse Effect on ECXJZYQG, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to ECXJ ZYQG or (iv) any Permit of ECXJZYQG, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on ECXJ ZYQG or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of ECXJ ZYQG to perform its obligations under this Agreement or any of the Collateral Documents.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by ECXJ the Altrimega Parties of this Agreement and the Collateral Documents to which it each is a party, party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of ECXJ any Altrimega Party under, or result in the creation or imposition of any Encumbrance upon ECXJ, ECXJ assets, ECXJ Business the property of Altrimega or ECXJ Common Stock Merger Sub by reason of the terms of (i) the articles of incorporation, by by-laws or other charter or organizational document of ECXJ or any Subsidiary of ECXJAltrimega Party, (ii) any material contract, agreement, lease, indenture or other instrument to which ECXJ any Altrimega Party is a party or by or to which ECXJ, any Altrimega Party or the assets their property may be /s/ HA bound or subject and a violation of which would result in a Material Adverse Effect on ECXJthe Company taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to ECXJ any Altrimega Party or (iv) any Permit of ECXJAltrimega or Merger Sub, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on ECXJ Altrimega or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of ECXJ any Altrimega Party to perform its obligations under this Agreement hereunder or any of the Collateral Documentsthereunder.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by ECXJ the Shareholders of this Agreement and the Collateral Documents to which it is they are a party, party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of ECXJ the Shareholders under, or result in the creation or imposition of any Encumbrance upon ECXJ, ECXJ assets, ECXJ Business or ECXJ Common Stock the property of the Shareholders by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of ECXJ or any Subsidiary of ECXJFuturis, (ii) any material contract, agreement, lease, indenture or other instrument to which ECXJ is any the Shareholders or Futuris are a party or by or to which ECXJ, the Shareholders or the assets Futuris or their property may be bound or subject and a violation of which would result in a Material Adverse Effect on ECXJthe Shareholders or Futuris taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to ECXJ the Shareholders or Futuris or (iv) any Permit of ECXJFuturis or any of its Subsidiaries, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on ECXJ Futuris or any of its Subsidiaries or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of ECXJ the Shareholders or Futuris to perform its obligations under this Agreement hereunder or any of the Collateral Documentsthere under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by ECXJ the 8687544 Parties of this Agreement and the Collateral Documents to which it each is a party, party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of ECXJ any 8687544 Party under, or result in the creation or imposition of any Encumbrance upon ECXJ, ECXJ assets, ECXJ Business or ECXJ Common Stock the property of any 8687544 Party by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of ECXJ or any Subsidiary of ECXJ8687544 Party, (ii) any material contract, agreement, lease, indenture or other instrument to which ECXJ any 8687544 Party is a party or by or to which ECXJ, any 8687544 Party or the assets its property may be bound or subject and a violation of which would result in a Material Adverse Effect on ECXJ8687544 taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to ECXJ any 8687544 Party or (iv) any Permit of ECXJ8687544 or Merger Sub, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on ECXJ 8687544 or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of ECXJ any 8687544 Party to perform its obligations under this Agreement hereunder or any of the Collateral Documentsthere under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by ECXJ the Fxxxx Parties of this Agreement and the Collateral Documents to which it each is a party, party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of ECXJ any Fxxxx Party under, or result in the creation or imposition of any Encumbrance upon ECXJ, ECXJ assets, ECXJ Business or ECXJ Common Stock the property of any Fxxxx Party by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of ECXJ or any Subsidiary of ECXJFxxxx Party, (ii) any material contract, agreement, lease, indenture or other instrument to which ECXJ any Fxxxx Party is a party or by or to which ECXJ, any Fxxxx Party or the assets its property may be bound or subject and a violation of which would result in a Material Adverse Effect on ECXJFxxxx taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to ECXJ any Fxxxx Party or (iv) any Permit of ECXJFxxxx or Merger Sub, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on ECXJ Fxxxx or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of ECXJ any Fxxxx Party to perform its obligations under this Agreement hereunder or any of the Collateral Documentsthere under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by ECXJ the Shareholders of this Agreement and the Collateral Documents to which it is they are a party, party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of ECXJ the Shareholders under, or result in the creation or imposition of any Encumbrance upon ECXJ, ECXJ assets, ECXJ Business or ECXJ Common Stock the property of the Shareholders by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of ECXJ or any Subsidiary of ECXJZYQC, (ii) any material contract, agreement, lease, indenture or other instrument to which ECXJ is any the Shareholders or ZYQC are a party or by or to which ECXJ, the Shareholders or the assets ZYQC or their property may be bound or subject and a violation of which would result in a Material Adverse Effect on ECXJthe Shareholders or ZYQC taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to ECXJ the Shareholders or ZYQC or (iv) any Permit of ECXJZYQC or subsidiary, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on ECXJ ZYQC or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of ECXJ the Shareholders or ZYQC to perform its obligations under this Agreement hereunder or any of the Collateral Documentsthere under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by ECXJ the Shareholders of this Agreement and the Collateral Documents to which it is they are a party, party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of ECXJ the Shareholders under, or result in the creation or imposition of any Encumbrance upon ECXJ, ECXJ assets, ECXJ Business or ECXJ Common Stock the property of the Shareholders by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of ECXJ or any Subsidiary of ECXJSHENGSHI, (ii) any material contract, agreement, lease, indenture or other instrument to which ECXJ is any the Shareholders or SHENGSHI are a party or by or to which ECXJ, the Shareholders or the assets SHENGSHI or their property may be bound or subject and a violation of which would result in a Material Adverse Effect on ECXJthe Shareholders or SHENGSHI taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to ECXJ the Shareholders or SHENGSHI or (iv) any Permit of ECXJSHENGSHI or subsidiary, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on ECXJ SHENGSHI or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of ECXJ the Shareholders or SHENGSHI to perform its obligations under this Agreement hereunder or any of the Collateral Documentsthere under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by ECXJ the Othnet Parties of this Agreement and the Collateral Documents to which it each is a party, party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of ECXJ any Othnet Party under, or result in the creation or imposition of any Encumbrance upon ECXJ, ECXJ assets, ECXJ Business the property of Othnet or ECXJ Common Stock Merger Sub by reason of the terms of (i) the articles of incorporation, by by-laws or other charter or organizational document of ECXJ or any Subsidiary of ECXJOthnet Party, (ii) any material contract, agreement, lease, indenture or other instrument to which ECXJ any Othnet Party is a party or by or to which ECXJ, any Othnet Party or the assets their property may be bound or subject and a violation of which would result in a Material Adverse Effect on ECXJOthnet taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to ECXJ any Othnet Party or (iv) any Permit of ECXJOthnet or Merger Sub, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on ECXJ Othnet or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of ECXJ any Othnet Party to perform its obligations under this Agreement hereunder or any of the Collateral Documentsthereunder.