Common use of Non-Contravention; No Further Authorizations or Approvals Required Clause in Contracts

Non-Contravention; No Further Authorizations or Approvals Required. The sale of the Securities to be sold by the Selling Shareholder hereunder and the compliance by the Selling Shareholder with this Agreement and the consummation of the transactions herein contemplated will not (i) conflict with or result in a breach or violation of any of the terms or provisions of, or constitute a default under, any statute, indenture, mortgage, deed of trust, loan agreement, lease or other agreement or instrument to which the Selling Shareholder is a party or by which the Selling Shareholder is bound or to which any of the property or assets of the Selling Shareholder is subject, or (ii) result in any violation of (1) the certificate of limited partnership, limited partnership agreement and/or other organizational document of the Selling Shareholder or (2) any statute or any judgment, order, rule or regulation of any court or governmental agency or body having jurisdiction over the Selling Shareholder or any of its subsidiaries or any property or assets of the Selling Shareholder, except in the case of clauses (i) and (ii)(2) for such conflicts, breaches or violations that would not reasonably be expected to have a material adverse effect on the ability of the Selling Shareholder to perform its obligations hereunder (a “Selling Shareholder Material Adverse Effect”); and no consent, approval, authorization, order, registration or qualification of or with any such court or governmental body or agency is required for the performance by the Selling Shareholder of its obligations under this Agreement and the consummation by the Selling Shareholder of the transactions contemplated by this Agreement in connection with the Securities to be sold by the Selling Shareholder hereunder, except the approval by FINRA of the underwriting terms and arrangements, the approval for listing on the Exchange, such as may be required under applicable securities or blue sky laws in connection with the offer and sale of the Securities or filing pursuant to Section 13(d) of the Exchange Act.

Non-Contravention; No Further Authorizations or Approvals Required. The sale of the Securities Shares to be sold by the such Selling Shareholder Stockholder hereunder and the compliance by the Selling Shareholder Stockholder with this Agreement and the consummation of the transactions herein and therein contemplated will not (i) conflict with or result in a breach or violation of any of the terms or provisions of, or constitute a default under, any statute, indenture, mortgage, deed of trust, loan agreement, lease or other agreement or instrument to which the Selling Shareholder Stockholder is a party or by which the Selling Shareholder Stockholder is bound or to which any of the property or assets of the Selling Shareholder Stockholder is subject, except where such breach, violation or (ii) result default as would not impair in any violation of (1) material respects the certificate of limited partnership, limited partnership agreement and/or other organizational document consummation of the Selling Shareholder Stockholder’s obligations under this Agreement, or (2) any statute or any judgment, order, rule or regulation of any court or governmental agency or body having jurisdiction over the Selling Shareholder or any of its subsidiaries Stockholder or any property or assets of the Selling Shareholder, except in the case of clauses (i) and (ii)(2) for such conflicts, breaches or violations that would not reasonably be expected to have a material adverse effect on the ability of the Selling Shareholder to perform its obligations hereunder (a “Selling Shareholder Material Adverse Effect”)Stockholder; and no consent, approval, authorization, order, registration or qualification of or with any such court or governmental body or agency is required for the performance by the Selling Shareholder Stockholder of its obligations under this Agreement and the consummation by the Selling Shareholder Stockholder of the transactions contemplated by this Agreement in connection with the Securities Shares to be sold by the Selling Shareholder Stockholder hereunder, except the registration under the Act of the Shares, the approval by FINRA of the underwriting terms and arrangementsarrangements and such consents, the approval for listing on the Exchangeapprovals, such authorizations, orders, registrations or qualifications as may be required under applicable state securities or blue sky Blue Sky laws in connection with the offer purchase and sale distribution of the Securities Shares by the Underwriters and where the failure to obtain such consent, approval, authorization or order or to make such filing pursuant or registration would not reasonably be expected to Section 13(d(1) have a Material Adverse Effect or (2) materially and adversely affect the ability of the Exchange ActSelling Stockholder to perform its obligations under this Agreement or to consummate the transactions contemplated by the Registration Statement, the Applicable Time Disclosure Package and the Prospectus.

Non-Contravention; No Further Authorizations or Approvals Required. The sale execution and delivery by such Selling Stockholder of the Securities to be sold by the Selling Shareholder hereunder and the compliance by the Selling Shareholder with this Agreement Agreement, and the consummation of the transactions herein contemplated will not (i) conflict with or result in a breach or violation of any of the terms or provisions of, or constitute a default under, any statute, indenture, mortgage, deed of trust, loan agreement, lease or other agreement or instrument to which the Selling Shareholder Stockholder is a party or by which the Selling Shareholder Stockholder is bound or to which any of the property or assets of the Selling Shareholder Stockholder is subject, except where such breach, violation or (ii) result default as would not impair in any violation of (1) material respects the certificate of limited partnership, limited partnership agreement and/or other organizational document consummation of the Selling Shareholder Stockholder’s obligations under this Agreement, or (2) any statute or any judgment, order, rule or regulation of any court or governmental agency or body having jurisdiction over the Selling Shareholder or any of its subsidiaries Stockholder or any property or assets of the Selling Shareholder, except in the case of clauses (i) and (ii)(2) for such conflicts, breaches or violations that would not reasonably be expected to have a material adverse effect on the ability of the Selling Shareholder to perform its obligations hereunder (a “Selling Shareholder Material Adverse Effect”)Stockholder; and no consent, approval, authorization, order, registration or qualification of or with any such court or governmental body or agency is required for the performance by the Selling Shareholder Stockholder of its obligations under this Agreement and the consummation by the Selling Shareholder Stockholder of the transactions contemplated by this Agreement in connection with the Securities Shares to be sold by the Selling Shareholder Stockholder hereunder, except the registration under the Securities Act of the Shares, the approval by FINRA of the underwriting terms and arrangementsarrangements and such consents, the approval for listing on the Exchangeapprovals, such authorizations, orders, registrations or qualifications as may be required under applicable state securities or blue sky Blue Sky laws in connection with the offer purchase and sale distribution of the Securities Shares by the Underwriters and where the failure to obtain such consent, approval, authorization or order or to make such filing pursuant or registration would not reasonably be expected to Section 13(d(1) have a Material Adverse Effect or (2) materially and adversely affect the ability of the Exchange ActSelling Stockholder to perform its obligations under this Agreement or to consummate the transactions contemplated by the Registration Statement, the General Disclosure Package and the Prospectus.

Non-Contravention; No Further Authorizations or Approvals Required. The Pursuant to a power of attorney (the “Power of Attorney”) and agreement to sell (the “Agreement to Sell”) granted by Xxxxx X. Xxxxxx (the “Other Selling Stockholder”), Xxxxxxx X. Xxxxxxx shall act as representative thereof (the “Selling Stockholder Representative”). As Selling Stockholder Representative, he is authorized, on behalf of the Other Selling Stockholder, among other things, to execute any documents necessary or desirable in connection with the sale of the Securities Shares to be sold hereunder by the Other Selling Stockholder, to make delivery of the certificates or book-entry security entitlements of such Shares, as applicable, to receive the proceeds of the sale of such Shares, to give receipts for such proceeds, to pay therefrom the expenses to be borne by the Other Selling Stockholder in connection with the sale and public offering of the Shares, to distribute the balance of such proceeds to the Other Selling Stockholder, to receive notices on behalf of the Other Selling Stockholder and to take such other action as may be necessary or desirable in connection with the transactions contemplated by this Agreement. The execution and delivery by the Selling Stockholder Representative of this Agreement and the execution and delivery of the Power of Attorney and the Agreement to Sell by the Other Selling Stockholder, the sale of the Shares to be sold by the such Selling Shareholder Stockholder hereunder and the compliance by the Selling Shareholder Stockholder with this Agreement, the Power of Attorney and the Agreement to Sell (as applicable) and the consummation of the transactions herein and therein contemplated will not (i) conflict with or result in a breach or violation of any of the terms or provisions of, or constitute a default under, any statute, indenture, mortgage, deed of trust, loan agreement, lease or other agreement or instrument to which the Selling Shareholder Stockholder is a party or by which the Selling Shareholder Stockholder is bound or to which any of the property or assets of the Selling Shareholder Stockholder is subject, except where such breach, violation or (ii) result default as would not impair in any violation of (1) material respects the certificate of limited partnership, limited partnership agreement and/or other organizational document consummation of the Selling Shareholder Stockholder’s obligations under this Agreement, or (2) any statute or any judgment, order, rule or regulation of any court or governmental agency or body having jurisdiction over the Selling Shareholder or any of its subsidiaries Stockholder or any property or assets of the Selling Shareholder, except in the case of clauses (i) and (ii)(2) for such conflicts, breaches or violations that would not reasonably be expected to have a material adverse effect on the ability of the Selling Shareholder to perform its obligations hereunder (a “Selling Shareholder Material Adverse Effect”)Stockholder; and no consent, approval, authorization, order, registration or qualification of or with any such court or governmental body or agency is required for the performance by the Selling Shareholder Stockholder of its obligations under this Agreement and the consummation by the Selling Shareholder Stockholder of the transactions contemplated by this Agreement in connection with the Securities Shares to be sold by the Selling Shareholder Stockholder hereunder, except the registration under the Act of the Shares, the approval by FINRA of the underwriting terms and arrangementsarrangements and such consents, the approval for listing on the Exchangeapprovals, such authorizations, orders, registrations or qualifications as may be required under applicable state securities or blue sky Blue Sky laws in connection with the offer purchase and sale distribution of the Securities Shares by the Underwriters and where the failure to obtain such consent, approval, authorization or order or to make such filing pursuant or registration would not reasonably be expected to Section 13(d(1) have a Material Adverse Effect or (2) materially and adversely affect the ability of the Exchange ActSelling Stockholder to perform its obligations under this Agreement or to consummate the transactions contemplated by the Registration Statement, the General Disclosure Package and the Prospectus.

Non-Contravention; No Further Authorizations or Approvals Required. The sale of the Securities ADSs to be sold by the such Selling Shareholder hereunder and hereunder, the compliance deposit of the Shares by the such Selling Shareholder with the Depositary against issuance of the ADRs evidencing the ADSs to be delivered by such Selling Shareholder at the First Closing Date and each applicable Option Closing Date (as defined in Section 2 hereof) and the execution and delivery by such Selling Shareholder of, and the performance by such Selling Shareholder of its obligations under, this Agreement, the Custody Agreement and the consummation Power of the transactions herein contemplated Attorney will not (i) contravene or conflict with or with, result in a breach or violation of any of the terms or provisions of, or constitute a default Default under, or require the consent of any statuteother party to, indenturethe charter or by-laws, mortgage, deed of trust, loan partnership agreement, lease trust agreement or other organizational documents of such Selling Shareholder or any other agreement or instrument to which the such Selling Shareholder is a party or by which the Selling Shareholder it is bound or under which it is entitled to which any right or benefit, any provision of the property or assets of the Selling Shareholder is subject, or (ii) result in any violation of (1) the certificate of limited partnership, limited partnership agreement and/or other organizational document of the Selling Shareholder or (2) any statute applicable law or any judgment, order, rule decree or regulation applicable to such Selling Shareholder of any court court, regulatory body, administrative agency, governmental body or governmental agency or body arbitrator having jurisdiction over the Selling Shareholder or any of its subsidiaries or any property or assets of the such Selling Shareholder, except in the case of clauses (i) and (ii)(2) for such conflicts, breaches or violations that would not reasonably be expected to have a material adverse effect on the ability of the Selling Shareholder to perform its obligations hereunder (a “Selling Shareholder Material Adverse Effect”); and no . No consent, approval, authorizationauthorization or other order of, order, or registration or qualification of or with filing with, any such court or other governmental body authority or agency agency, is required for the performance by the Selling Shareholder of its obligations under this Agreement and the consummation by the such Selling Shareholder of the transactions contemplated in this Agreement, including, but not limited to, the deposit of the Shares being deposited by this Agreement in connection such Selling Shareholder with the Securities Depositary against issuance of the ADRs evidencing the ADSs to be delivered at the First Closing Date or each applicable Option Closing Date (as defined in Section 2 hereof), for the sale and delivery of the Shares and the ADSs to be sold by the such Selling Shareholder hereunderunder this Agreement and for the execution and delivery by such Selling Shareholder of this Agreement, the Power of Attorney and the Custody Agreement, and for the sale and delivery of the Shares to be sold by such Selling Shareholder under this Agreement, except the approval by FINRA of the underwriting terms and arrangements, the approval for listing on the Exchange, such as may be required have been obtained or made and are in full force and effect under the Securities Act, applicable state securities or blue sky laws in connection with the offer and sale of the Securities or filing pursuant to Section 13(d) of the Exchange Actfrom FINRA.