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

No Conflicts; Consents and Approvals. (i) The execution, delivery and performance of this Agreement by the Company do not and will not, as the case may be, and the consummation by the Company of the transactions contemplated hereby, including the Merger, does not or will not (x) conflict with or result in a violation pursuant to any provision of the Charter Documents or any provision of the organizational or governing documents of any Subsidiary of the Company, (y) subject to obtaining or making the consents, approvals, notices, orders, authorizations, registrations, declarations and filings referred to in subparagraph (ii) below, contravene any Law or any order, writ, judgment, injunction, decree, determination or award currently in effect or (z) conflict with or result in a breach of, or default under, or give rise to a right of termination, cancellation or acceleration of any obligation or to the loss of a benefit under, or result in the creation of any Lien upon any of the properties or assets of the Company or any of its Subsidiaries under, any loan or credit agreement, note, bond, mortgage, indenture, lease, license, Benefit Plan, contract, agreement or other instrument, permit or obligation to which the Company or any Subsidiary of the Company is a party or by which the Company or any Subsidiary of the Company or their respective properties or assets are or may be bound except, in the case of clauses (y) and (z) above, as would not reasonably be expected to have a Company Material Adverse Effect.

No Conflicts; Consents and Approvals. (i) The execution, delivery and or performance of this Agreement by the Company do does not and or will not, as the case may be, and the consummation by the Company of the transactions contemplated hereby, including the Merger, does not or will not (x) conflict with or result in a violation pursuant to any provision of the Charter Documents or any provision of the organizational or governing documents of any Subsidiary Significant Subsidiary, in each case, as amended to the date of the Companythis Agreement, (y) subject to obtaining or making the consents, approvals, notices, orders, authorizations, registrations, declarations and filings referred to in subparagraph paragraph (ii) below, contravene any Law or any order, writ, judgment, injunction, decree, determination or award currently in effect effect, or (z) conflict with or result in a breach of, or default under, or give rise to a right of termination, cancellation or acceleration of any obligation or to the loss of a benefit under, or result in the creation of any Lien upon any of the properties or assets of the Company or any of its Subsidiaries under, any loan or credit agreement, note, bond, mortgage, indenture, lease, license, Benefit Planbenefit plan, contract, agreement or other instrument, permit permit, concession, or obligation applicable to which the Company or Company, any Significant Subsidiary of the Company is a party or by which the Company or any Subsidiary of the Company or their respective properties or assets are or may be bound assets, except, in the case of with respect to clauses (y) and (z) above, as for any such contraventions, conflicts, breaches, defaults or other occurrences which would not reasonably be expected to have have, individually or in the aggregate, a Company Material Adverse Effect.

No Conflicts; Consents and Approvals. (i) The Except as provided in Section 3.3 of the Buyer Disclosure Schedule, none of the execution, delivery and or performance of this Agreement and the Transaction-Related Documents by the Company do not and will notBuyer, as the case may be, and the consummation by the Company Buyer of the transactions contemplated hereby, including hereby and thereby and compliance by Buyer with any of the Merger, does not or provisions hereof and thereof will not (xi) conflict with or result in a violation pursuant to any provision breach of the Charter Documents or any provision of the organizational or governing documents of any Subsidiary of the CompanyBuyer, (y) subject to obtaining or making the consents, approvals, notices, orders, authorizations, registrations, declarations and filings referred to in subparagraph (ii) belowrequire Buyer to make any filing with, contravene furnish any Law notice to, or obtain any orderpermit, writauthorization, judgmentconsent or approval of, injunctionany Governmental Authority, decree, determination or award currently in effect or (ziii) conflict with or result in a violation or breach of, or constitute (with or without due notice or lapse of time or both) a default under, (or give rise to a any right of termination, cancellation or acceleration of any obligation or to the loss of a benefit acceleration) under, or result in the creation of any Lien upon any of the properties terms, conditions or assets provisions of the Company or any of its Subsidiaries under, any loan or credit agreement, note, bond, mortgage, indenture, lease, license, Benefit Plan, contractContract, agreement or other instrument, permit instrument or obligation to which the Company or any Subsidiary of the Company Buyer is a party or by which the Company it or any Subsidiary of the Company or their respective its properties or assets are or may be bound exceptbound, in or (iv) violate any order, writ, injunction, decree, statute, rule or regulation applicable to Buyer or its properties or assets, excluding from the case of foregoing clauses (yii), (iii) and (ziv) abovesuch filings, as notices, permits, authorizations, consents, approvals, violations, breaches, defaults, rights or losses that would not reasonably be expected to not, individually or in the aggregate, (A) prevent or materially delay consummation of the transactions contemplated hereby, or (B) otherwise prevent or materially delay performance by Buyer of its material obligations under this Agreement, or (C) have a Company Buyer Material Adverse Effect.

No Conflicts; Consents and Approvals. (i) The executionSubject, in the case of Beacon, to the Beacon Approval, the execution and delivery and performance of this Agreement and the consummation of the transactions contemplated by the Company this Agreement do not and will not, as the case may be, and the consummation by the Company of the transactions contemplated hereby, including the Merger, does not or will not (xi) violate, conflict with or result in a violation pursuant to any provision of the Charter Documents or any provision of the organizational or governing documents of any Subsidiary of the Companywith, (y) subject to obtaining or making the consents, approvals, notices, orders, authorizations, registrations, declarations and filings referred to in subparagraph (ii) below, contravene any Law or any order, writ, judgment, injunction, decree, determination or award currently in effect or (z) conflict with or result in a breach of any provision of or, constitute a default under, its governing or organizational documents; (ii) violate, or conflict with, or result in a breach of any provision of, or constitute a default (or an event which, with the giving of notice or lapse of time or both, would become a default) under, or give rise entitle any party to terminate, accelerate, modify or call a right of termination, cancellation or acceleration of any obligation or to the loss of a benefit default under, or result in the creation of any Lien lien or encumbrance upon any of the its properties or assets of the Company or any of its Subsidiaries under, any loan of the terms, conditions or credit agreement, provisions of any note, bond, mortgage, indenture, leasedeed of trust, license, Benefit Plan, contract, agreement undertaking, agreement, lease or other instrument, permit instrument or obligation to which the Company it is a party; (iii) violate any order, writ, injunction, decree, statute, rule or regulation applicable to it; or (iv) require any action or consent or approval of, or review by, or registration or material filing by it with, any third party or any Subsidiary of the Company is a party local, state or by which the Company federal court, arbitral tribunal, administrative agency or any Subsidiary of the Company commission or their respective properties other governmental or assets are regulatory body, agency, instrumentality or may be bound except, authority except in the case of clauses clause (yii), (iii) and or (ziv) above, as would not reasonably be expected to have a Company Material Adverse Effectmaterial adverse effect on such Investor or the ability of such Investor to perform its obligations hereunder and consummate the transactions contemplated hereby.