Common use of No Violation of Applicable Laws or Agreements Clause in Contracts

No Violation of Applicable Laws or Agreements. The execution and delivery of this Agreement by Seller do not, and the consummation of the transactions contemplated by this Agreement and the compliance with the terms, conditions and provisions of this Agreement by Seller, will not (a) violate or conflict with any provision of Seller's or the Companies' articles of incorporation or bylaws; (b) except as set forth in Section 3.06 of the Seller Disclosure Memorandum, violate, conflict with or result in the breach or termination of, or otherwise give any contracting party (which has not consented to such execution, delivery and consummation) the right to change the terms of, or to terminate or accelerate the maturity of, or constitute a default under the terms of, any indenture, mortgage, loan or credit agreement or any other material agreement or instrument to which any of Seller or the Companies is a party or by which any of them or any of their assets may be bound or affected, or any Applicable Law; (c) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any of the Companies' assets or give to others any interests or rights therein; other than any such conflicts, breaches, terminations, accelerations, defaults or violations that would not, individually or in the aggregate, have a Material Adverse Effect.

No Violation of Applicable Laws or Agreements. The execution and delivery of this Agreement by Seller do not, and the consummation of the transactions contemplated by this Agreement and the compliance with the terms, conditions and provisions of this Agreement by SellerBuyer will not, will not (a) violate or conflict with any provision of SellerBuyer's or the Companies' articles of incorporation organization or bylawsoperating agreement, as the case may be; (b) except as set forth in Section 3.06 of the Seller Disclosure Memorandum, violate, conflict with or result in the breach or termination of, require the consent of, or otherwise give any contracting party (which has not consented to such execution, delivery and consummation) the right to change the terms of, or to terminate or accelerate the maturity of, or constitute a default under the terms of, any indenture, mortgage, loan or credit agreement or any other material agreement or instrument to which any of Seller or the Companies Buyer is a party or by which any of them or any of their its assets may be bound or affected, or any Applicable Law; (c) result in the creation or imposition of violate any lienApplicable Law, charge or encumbrance of any nature whatsoever upon any of the Companies' assets or give to others any interests or rights therein; other than any such conflicts, breaches, terminations, accelerations, defaults or violations that would not, individually or in the aggregate, have a Material Adverse Effect.

No Violation of Applicable Laws or Agreements. The execution and delivery of this Agreement by Seller do not, and the consummation of the transactions contemplated by this Agreement and the compliance with the terms, conditions and provisions of this Agreement by Sellerthe Holding Company will not, will not (a) violate or conflict with any provision of Seller's or the Companies' articles certificate of incorporation or bylawsbylaws of the Holding Company; (b) except as set forth in Section 3.06 of the Seller Disclosure Memorandum, violate, conflict with or result in the breach or termination of, or otherwise give any contracting party (which has not consented to such execution, delivery and consummation) the right to change the terms of, or to terminate or accelerate the maturity of, or constitute a default under the terms of, any indenture, mortgage, loan or credit agreement or any other material agreement or instrument to which any of Seller or the Companies Holding Company is a party or by which any of them or any of their its assets may be bound or affected, or any Applicable Law; (c) result in the creation or imposition of violate any lienApplicable Law, charge or encumbrance of any nature whatsoever upon any of the Companies' assets or give to others any interests or rights therein; other than any such conflicts, breaches, terminations, accelerations, defaults or violations that would not, individually or in the aggregate, have a Material Adverse Effectmaterial adverse effect on the Holding Company.

No Violation of Applicable Laws or Agreements. The execution and delivery of this Agreement by Seller do not, and the consummation of the transactions contemplated by this Agreement and the compliance with the terms, conditions and provisions of this Agreement by SellerPurchaser, will not (a) violate or conflict with any provision of SellerPurchaser's or the Companies' articles of incorporation or bylaws; (b) except as set forth in Section 3.06 4.02 of the Seller Purchaser Disclosure Memorandum, violate, conflict with or result in the breach or termination of, or otherwise give any contracting party (which has not consented to such execution, delivery and consummation) the right to change the terms of, or to terminate or accelerate the maturity of, or constitute a default under the terms of, any indenture, mortgage, loan or credit agreement or any other material agreement or instrument to which any of Seller or the Companies Purchaser is a party or by which any of them or any of their its assets may be bound or affected, or any Applicable Law; (c) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any of the Companies' Purchaser's assets or give to others any interests or rights therein; other than any such conflicts, breaches, terminations, accelerations, defaults or violations that would not, individually or in the aggregate, have a Material Adverse Effect.

No Violation of Applicable Laws or Agreements. The execution and delivery of this Agreement by Seller do not, and the consummation of the transactions contemplated by this Agreement and the compliance with the terms, conditions and provisions of this Agreement by SellerPurchaser, will not (a) violate or conflict with any provision of SellerPurchaser's or the Companies' articles of incorporation or bylaws; (b) except b)except as set forth in Section 3.06 4.02 of the Seller Purchaser Disclosure Memorandum, violate, conflict with or result in the breach or termination of, or otherwise give any contracting party (which has not consented to such execution, delivery and consummation) the right to change the terms of, or to terminate or accelerate the maturity of, or constitute a default under the terms of, any indenture, mortgage, loan or credit agreement or any other material agreement or instrument to which any of Seller or the Companies Purchaser is a party or by which any of them or any of their its assets may be bound or affected, or any Applicable Law; (c) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any of the Companies' Purchaser's assets or give to others any interests or rights therein; other than any such conflicts, breaches, terminations, accelerations, defaults or violations that would not, individually or in the aggregate, have a Material Adverse Effect.

No Violation of Applicable Laws or Agreements. The execution --------------------------------------------- and delivery of this Agreement by Seller do not, and the consummation of the transactions contemplated by this Agreement and the compliance with the terms, conditions and provisions of this Agreement by SellerBuyer will not, will not (a) violate or conflict with any provision of SellerBuyer's or the Companies' articles of incorporation organization or bylawsoperating agreement, as the case may be; (b) except as set forth in Section 3.06 of the Seller Disclosure Memorandum, violate, conflict with or result in the breach or termination of, or otherwise give any contracting party (which has not consented to such execution, delivery and consummation) the right to change the terms of, or to terminate or accelerate the maturity of, or constitute a default under the terms of, any indenture, mortgage, loan or credit agreement or any other material agreement or instrument to which any of Seller or the Companies Buyer is a party or by which any of them or any of their its assets may be bound or affected, or any Applicable Law; (c) result in the creation or imposition of violate any lienApplicable Law, charge or encumbrance of any nature whatsoever upon any of the Companies' assets or give to others any interests or rights therein; other than any such conflicts, breaches, terminations, accelerations, defaults or violations that would not, individually or in the aggregate, have a Material Adverse Effect.