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

Non-Contravention; No Further Authorizations or Approvals Required. The execution and delivery by the Selling Stockholder of, and the performance by the Selling Stockholder of its obligations under, this Agreement will not contravene or conflict with, result in a breach of, or constitute a default (with or without notice or the lapse of time or both) under, except for breaches or defaults that would not adversely affect the Selling Stockholder’s ability to fulfill its obligations under this Agreement, in any material respect, or require the consent of any other party to, the organizational documents of the Selling Stockholder or any other agreement or instrument to which the Selling Stockholder is a party or by which it is bound or under which it is entitled to any right or benefit, any provision of applicable law or any judgment, order, decree or regulation applicable to the Selling Stockholder of any court, regulatory body, administrative agency, governmental body or arbitrator having jurisdiction over the Selling Stockholder. No consent, approval, authorization or other order of, or registration or filing with, any court or other governmental authority or agency, is required for the consummation by the Selling Stockholder of the transactions contemplated in this Agreement, except as required under applicable state securities or blue sky laws and from the NASD.

Non-Contravention; No Further Authorizations or Approvals Required. The execution and delivery by the such Selling Stockholder of, and the performance by the such Selling Stockholder of its obligations under, this Agreement, the Custody Agreement and the Power of Attorney will not contravene or conflict with, result in a breach of, or constitute a default (with or without notice or the lapse of time or both) Default under, except for breaches or defaults that would not adversely affect the Selling Stockholder’s ability to fulfill its obligations under this Agreement, in any material respect, or require the consent of any other party to, the charter or by-laws, partnership agreement, trust agreement or other organizational documents of the such Selling Stockholder or any other agreement or instrument to which the such Selling Stockholder is a party or by which it such Selling Stockholder is bound or under which it such Selling Stockholder is entitled to any right or benefit, any provision of applicable law or any judgment, order, decree or regulation applicable to the such Selling Stockholder of any court, regulatory body, administrative agency, governmental body or arbitrator having jurisdiction over the such Selling Stockholder. No consent, approval, authorization or other order of, or registration or filing with, any court or other governmental authority or agency, is required for the consummation by the such Selling Stockholder of the transactions contemplated in this Agreement, except such as may be required under the Securities Act, applicable state securities or blue sky laws and from the NASDFINRA.

Non-Contravention; No Further Authorizations or Approvals Required. The execution and delivery by the such Selling Stockholder of, and the performance by the such Selling Stockholder of its obligations under, this Agreement, the Custody Agreement and the Power of Attorney will not contravene or conflict with, result in a breach of, or constitute a default (with or without notice or the lapse of time or both) Default under, except for breaches or defaults that would not adversely affect the Selling Stockholder’s ability to fulfill its obligations under this Agreement, in any material respect, or require the consent of any other party to, the charter or by-laws, partnership agreement, trust agreement or other organizational documents of the such Selling Stockholder or any other agreement or instrument to which the such Selling Stockholder is a party or by which it is bound or under which it is entitled to any right or benefit, any provision of applicable law or any judgment, order, decree or regulation applicable to the such Selling Stockholder of any court, regulatory body, administrative agency, governmental body or arbitrator having jurisdiction over the such Selling Stockholder. No consent, approval, authorization or other order of, or registration or filing with, any court or other governmental authority or agency, is required for the consummation by the such Selling Stockholder of the transactions contemplated in this Agreement, except such as required have been obtained by the Company or made and are in full force and effect under the Securities Act, applicable state securities or blue sky laws and from the NASD.

Non-Contravention; No Further Authorizations or Approvals Required. The execution and delivery by the such Selling Stockholder of, and the performance by the such Selling Stockholder of its obligations under, this Agreement, the Custody Agreement and the Power of Attorney will not contravene or conflict with, result in a breach of, or constitute a default (with or without notice or the lapse of time or both) Default under, except for breaches or defaults that would not adversely affect the Selling Stockholder’s ability to fulfill its obligations under this Agreement, in any material respect, or require the consent of any other party to, the charter or by-laws, partnership agreement, [trust agreement] or other organizational documents of the such Selling Stockholder or any other agreement or instrument to which the such Selling Stockholder is a party or by which it is bound or under which it is entitled to any right or benefit, any provision of applicable law or any judgment, order, decree or regulation applicable to the such Selling Stockholder of any court, regulatory body, administrative agency, governmental body or arbitrator having jurisdiction over the such Selling Stockholder. No consent, approval, authorization or other order of, or registration or filing with, any court or other governmental authority or agency, is required for the consummation by the such Selling Stockholder of the transactions contemplated in this Agreement, except such as required have been obtained or made and are in full force and effect under the Securities Act, applicable state securities or blue sky laws and from the NASDFINRA.

Non-Contravention; No Further Authorizations or Approvals Required. The execution and delivery by the such Selling Stockholder of, and the performance by the such Selling Stockholder of its obligations under, under this Agreement will not contravene or conflict with, result in a breach of, or constitute a default (with or without notice or the lapse of time or both) Default under, except for breaches or defaults that would not adversely affect the Selling Stockholder’s ability to fulfill its obligations under this Agreement, in any material respect, or require the consent of any other party (except for any consent that has already been obtained) to, (i) the charter or by-laws, partnership agreement, trust agreement or other organizational documents of the such Selling Stockholder or Stockholder, (ii) any other agreement or instrument to which the such Selling Stockholder is a party or by which it is bound or under which it is entitled to any right or benefit, benefit or (iii) any provision of applicable law or any judgment, order, decree or regulation applicable to the such Selling Stockholder of any court, regulatory body, administrative agency, governmental body or arbitrator having jurisdiction over the such Selling Stockholder, except in the case of clauses (ii) or (iii), as would not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect or to effect the ability of such Selling Stockholder to execute, deliver and perform the actions contemplated by this Agreement. No consent, approval, authorization or other order of, or registration or filing with, any court or other governmental authority or agency, is required for the consummation by the such Selling Stockholder of the transactions contemplated in this Agreement, except such as may have been obtained or be required under the Securities Act, applicable state securities or blue sky laws and from the NASDFINRA.

Non-Contravention; No Further Authorizations or Approvals Required. The execution and delivery by the such Selling Stockholder Shareholder of, and the performance by the such Selling Stockholder Shareholder of its obligations under, this Agreement, the Custody Agreement and the Power of Attorney will not contravene or conflict with, result in a breach of, or constitute a default (with or without notice or the lapse of time or both) Default under, except for breaches or defaults that would not adversely affect the Selling Stockholder’s ability to fulfill its obligations under this Agreement, in any material respect, or require the consent of any other party to, (i) the charter or by-laws, partnership agreement, trust agreement or other organizational documents of the such Selling Stockholder or Shareholder, (ii) any other agreement or instrument to which the such Selling Stockholder Shareholder is a party or by which it is bound or under which it is entitled to any right or benefit, benefit or (iii) any provision of applicable law or any judgment, order, decree or regulation applicable to the such Selling Stockholder Shareholder of any court, regulatory body, administrative agency, governmental body or arbitrator having jurisdiction over such Selling Shareholder; except in the case of (ii) or (iii) for such contraventions, conflicts, breaches, or Defaults as would not, individually or in the aggregate, impair in any material respect such Selling StockholderShareholder’s ability to perform its obligations hereunder and thereunder. No consent, approval, authorization or other order of, or registration or filing with, any court or other governmental authority or agency, is required for the consummation by the such Selling Stockholder Shareholder of the transactions contemplated in this Agreement, except such as may be required under the Securities Act, applicable state securities or blue sky laws laws, Canadian Securities Laws and from the NASDFINRA.

Non-Contravention; No Further Authorizations or Approvals Required. The execution and delivery by the such Selling Stockholder of, and the performance by the such Selling Stockholder of its obligations under, this Agreement and the Custody Agreement will not contravene or conflict with, result in a breach of, or constitute a default (with or without notice or the lapse of time or both) Default under, except for breaches or defaults that would not adversely affect the Selling Stockholder’s ability to fulfill its obligations under this Agreement, in any material respect, or require the consent of any other party to, (i) the charter or by-laws, partnership agreement or other organizational documents of the such Selling Stockholder or Stockholder, (ii) any other agreement or instrument to which the such Selling Stockholder is a party or by which it is bound or under which it is entitled to any right or benefit, (iii) any provision of applicable law or (iv) any judgment, order, decree or regulation applicable to the such Selling Stockholder of any court, regulatory body, administrative agency, governmental body or arbitrator having jurisdiction over the such Selling Stockholder; except in the case of clauses (ii), (iii) and (iv) hereof, for such contraventions, conflicts, breaches, or Defaults as would not, individually or in the aggregate, impair in any material respect such Selling Stockholder’s ability to perform its obligations hereunder and thereunder. No consent, approval, authorization or other order of, or registration or filing with, any court or other governmental authority or agency, is required for the consummation by the such Selling Stockholder of the transactions contemplated in this Agreement, except such as may be required under the Securities Act, applicable state securities or blue sky laws and from the NASDFINRA.