No Violation or Approval; Consents. Neither the execution and delivery by Buyer of this Agreement nor the consummation by Buyer of the Contemplated Transactions will:
No Violation or Approval; Consents. Except as set forth on Schedule 4.4, neither the execution and delivery by Seller of this Agreement nor the consummation by Seller of the Contemplated Transactions will:
No Violation or Approval; Consents. Except as set forth in Schedule 3.4, neither the execution and delivery of this Agreement by the Company nor its consummation of the Contemplated Transactions will:
No Violation or Approval; Consents. Except as set forth on Schedule 3.4 and assuming the taking of each action (including the obtaining of each necessary consent, authorization or approval) or the making of all necessary filings with Governmental Authorities as set forth on Schedule 3.4, neither the execution and delivery of this Agreement by the Company nor its consummation of the Contemplated Transactions in accordance with this Agreement will (whether by notice, lapse of time, or both):
No Violation or Approval; Consents. Neither the execution and delivery by the Seller of this Agreement or any of the Ancillary Agreements to which it is required to be a party nor the consummation of the Contemplated Transactions will:
No Violation or Approval; Consents. Neither the execution and delivery by each of Parent and Merger Sub of this Agreement (or, in the case of Parent, the Escrow Agreement) nor the consummation of the Contemplated Transactions will:
No Violation or Approval; Consents. Except as set forth in Schedule 5.3, neither the execution and delivery by the Buyer of this Agreement nor the consummation of the Contemplated Transactions will: (a) require the consent, waiver, approval, order or authorization of, or filing with, any governmental authority other than required filings under the HSR Act or any similar foreign filings, except as would not reasonably be expected to have a material adverse effect on the Buyer and its subsidiaries, taken as a whole; (b) result in a breach or violation of, or default (with or without notice or lapse of time or both) under, any Contract of the Buyer, except as would not reasonably be expected to have a material adverse effect on the Buyer and its subsidiaries, taken as a whole; (c) result in a breach or violation of, or default under, the Organizational Documents of the Buyer or (d) violate or conflict with any Law or Order applicable to the Buyer, except as would not reasonably be expected to prevent or materially delay the consummation of the Contemplated Transactions.
No Violation or Approval; Consents. Neither the execution and delivery by the Buyer of this Agreement or the Ancillary Agreements nor the consummation of the Contemplated Transactions will:
No Violation or Approval; Consents. Except as set forth in Schedule 3.4, neither the execution and delivery of or its performance of its obligations under this Agreement by the Buyer or the Parent nor either of their consummation of the Contemplated Transactions will:
No Violation or Approval; Consents. Neither the execution and delivery of this Agreement by the Company nor its consummation of the Contemplated Transactions in accordance with this Agreement will:
