Common use of No Conflict; Licenses and Permits; Compliance with Laws and Regulations Clause in Contracts

No Conflict; Licenses and Permits; Compliance with Laws and Regulations. The execution, delivery, and performance of this Agreement by Seller does not, and will not, violate any provision of its charter or by-laws or, subject to the receipt of the Regulatory Approvals, violate or constitute a breach of, or default under, any law, rule, regulation, judgment, decree, ruling, or order of any court, government, or governmental agency to which Seller is subject. The execution, delivery, and performance of this Agreement by Seller does not, and will not, violate or constitute a breach of, or default under, any agreement or instrument of Seller, or to which Seller is subject or is a party or by which Seller is otherwise bound, or to which the Branch is subject or to which the Assets, Assumed Deposits, or Assumed Contracts (except for any required consents under Assumed Contracts in respect of the transactions herein contemplated) are subject, which violation, breach, or default, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. Seller has all material licenses, franchises, permits, certificates of public convenience, orders, and other authorizations of all foreign, federal, state, and local governments and governmental authorities necessary for the lawful conduct of its business at the Branches as now conducted, and all such authorizations are valid and in good standing and are not subject to any proceedings for suspension, modification, or revocation.

No Conflict; Licenses and Permits; Compliance with Laws and Regulations. The execution, delivery, delivery and performance of this Agreement by Seller does not, and will not, (i) violate any provision of its charter Articles of Incorporation or by-laws or, subject to the receipt of the Regulatory Approvals, or (ii) violate or constitute a breach of, or default under, any law, rule, regulation, judgment, decree, ruling, ruling or order of any court, government, government or governmental agency to which Seller is subject. The execution, delivery, and performance of this Agreement by Seller does not, and will not, violate subject or constitute a breach of, or default under, under any agreement or instrument of Seller, or to which Seller is subject or is a party or by which Seller is otherwise bound, or to which the Branch is subject or to which any of the Assets, Assumed Deposits, Leases or Assumed Contracts (except for any required consents of Lessors under the Leases or other parties under Assumed Contracts in respect of the transactions herein contemplated) or Branches are subject, which violation, breach, contravention or defaultdefault referred to in this clause (ii) would have a Material Adverse Effect, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. Seller has all material licenses, franchises, permits, certificates of public convenience, orders, orders and other authorizations of all foreign, federal, state, state and local governments and governmental authorities necessary for the lawful conduct of its business at each of the Branches as now conducted, conducted and all such authorizations licenses, franchises, permits, certificates of public convenience, orders and other authorizations, are valid and in good standing and and, to Seller's knowledge, are not subject to any proceedings for suspension, modification, modification or revocationrevocation or proceedings related thereto.

No Conflict; Licenses and Permits; Compliance with Laws and Regulations. The Except as otherwise stated in this Agreement, the execution, delivery, delivery and performance of this Agreement by Seller does not, and will not, (i) violate any provision of its charter or by-laws or, subject bylaws or (ii) to the receipt of the Regulatory ApprovalsSeller's knowledge, violate or constitute a breach of, or default under, any law, rule, regulation, judgment, decree, ruling, ruling or order of any courtcounty, government, government or governmental agency to which Seller is subject. The execution, delivery, and performance of this Agreement by Seller does not, and will not, violate subject or constitute a breach of, or default under, under any agreement or instrument of Seller, or to which Seller is subject or is a party or by which Seller is otherwise bound, or to which the Branch is subject or to which the Assets, Assumed Deposits, or Assumed Contracts (except for any required consents of Lessors under the Leases or of other parties under Assumed Contracts in respect of the transactions herein contemplated) are subject), which violation, breach, contravention or default, individually or default referred to in the aggregate, could reasonably be expected to result in this clause (ii) would have a Material Adverse Effect. Seller has all material licenses, franchises, permits, certificates of public convenience, orders, orders and other authorizations of all foreign, federal, state, state and local governments and governmental authorities necessary for the lawful conduct of its business at each of the Branches as now conducted. All such licenses, franchises, permits, certificates of public convenience, orders and all such authorizations other authorizations, are valid and in good standing and and, to Seller's knowledge, are not subject to any proceedings for suspension, modification, modification or revocationrevocation or proceedings related thereto.

No Conflict; Licenses and Permits; Compliance with Laws and Regulations. The execution, delivery, delivery and performance of this Agreement by Seller does not, and will not, (i) violate any provision of its charter Articles of Incorporation or by-laws oror (ii) to Seller’s knowledge, subject except to the receipt of extent the Regulatory ApprovalsApprovals are not received, violate or constitute a breach of, or default under, any law, rule, regulation, judgment, decree, ruling, ruling or order of any court, government, government or governmental agency to which Seller is subject. The execution, delivery, and performance of this Agreement by Seller does not, and will not, violate subject or constitute a breach of, or default under, under any agreement or instrument relating to the Branch of SellerSeller relating to the Branch, or to which Seller is subject or is a party or by which Seller is otherwise bound, or to which the Branch is subject or to which any of the Assets, Assumed Deposits, Lease or Assumed Contracts (except for any required consents consent of Lessor under the Lease or other parties under Assumed Contracts in respect of the transactions herein contemplated) or Branch are subject, which violation, breach, contravention or defaultdefault referred to in this clause (ii) would have a Material Adverse Effect, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. Seller has all material licenses, franchises, permits, certificates of public convenience, orders, orders and other authorizations of all foreign, federal, state, state and local governments and governmental authorities necessary for the lawful conduct of its business at the Branches Branch as now conducted, conducted and all such authorizations are licenses, franchises, permits, certificates of public convenience, orders and other authorizations, are, to Seller’s knowledge, valid and in good standing and and, to Seller’s knowledge, are not subject to any proceedings for suspension, modification, modification or revocationrevocation or proceedings related thereto.