Common use of No Breach or Violation Clause in Contracts

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by the Shareholder of this Agreement and the Collateral Documents to which it is a party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of the Shareholder under, or result in the creation or imposition of any Encumbrance upon the property of the Shareholder by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of CXJ, (ii) any contract, agreement, lease, indenture or other instrument to which any the Shareholder or CXJ are a party or by or to which the Shareholder or CXJ or their property may be bound or subject and a violation of which would result in a Material Adverse Effect on the Shareholder or CXJ taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to the Shareholder or CXJ or (iv) any Permit of CXJ or subsidiary, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on CXJ or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of the Shareholder or CXJ to perform its obligations hereunder or there under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by the Shareholder ECXJ of this Agreement and the Collateral Documents to which it is a party party, and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of the Shareholder ECXJ under, or result in the creation or imposition of any Encumbrance upon the property of the Shareholder ECXJ, ECXJ assets, ECXJ Business or ECXJ Common Stock by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of CXJECXJ or any Subsidiary of ECXJ, (ii) any material contract, agreement, lease, indenture or other instrument to which any the Shareholder or CXJ are ECXJ is a party or by or to which ECXJ, or the Shareholder or CXJ or their property assets may be bound or subject and a violation of which would result in a Material Adverse Effect on the Shareholder or CXJ taken as a wholeECXJ, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to the Shareholder or CXJ ECXJ or (iv) any Permit of CXJ or subsidiaryECXJ, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on CXJ ECXJ or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of the Shareholder or CXJ ECXJ to perform its obligations hereunder under this Agreement or there underany of the Collateral Documents.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by the Shareholder 8687544 Parties of this Agreement and the Collateral Documents to which it each is a party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of the Shareholder any 8687544 Party under, or result in the creation or imposition of any Encumbrance upon the property of the Shareholder any 8687544 Party by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of CXJany 8687544 Party, (ii) any contract, agreement, lease, indenture or other instrument to which any the Shareholder or CXJ are 8687544 Party is a party or by or to which the Shareholder any 8687544 Party or CXJ or their its property may be bound or subject and a violation of which would result in a Material Adverse Effect on the Shareholder or CXJ 8687544 taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to the Shareholder or CXJ any 8687544 Party or (iv) any Permit of CXJ 8687544 or subsidiaryMerger Sub, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on CXJ 8687544 or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of the Shareholder or CXJ any 8687544 Party to perform its obligations hereunder or there under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by the Shareholder Shareholders of this Agreement and the Collateral Documents to which it is they are a party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of the Shareholder Shareholders under, or result in the creation or imposition of any Encumbrance upon the property of the Shareholder Shareholders by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of CXJFuturis, (ii) any contract, agreement, lease, indenture or other instrument to which any the Shareholder Shareholders or CXJ Futuris are a party or by or to which the Shareholder Shareholders or CXJ Futuris or their property may be bound or subject and a violation of which would result in a Material Adverse Effect on the Shareholder Shareholders or CXJ Futuris taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to the Shareholder Shareholders or CXJ Futuris or (iv) any Permit of CXJ Futuris or subsidiaryany of its Subsidiaries, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on CXJ Futuris or any of its Subsidiaries or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of the Shareholder Shareholders or CXJ Futuris to perform its obligations hereunder or there under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by the Shareholder Shareholders of this Agreement and the Collateral Documents to which it is they are a party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of the Shareholder Shareholders under, or result in the creation or imposition of any Encumbrance upon the property of the Shareholder Shareholders by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of CXJAMERIGUARD, (ii) any contract, agreement, lease, indenture or other instrument to which any the Shareholder or CXJ AMERIGUARD are a party or by or to which the Shareholder Shareholders or CXJ AMERIGUARD or their property may be bound or subject and a violation of which would result in a Material Adverse Effect on the Shareholder Shareholders or CXJ AMERIGUARD taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to the Shareholder Shareholders or CXJ AMERIGUARD or (iv) any Permit of CXJ AMERIGUARD or subsidiary, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on CXJ AMERIGUARD or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of the Shareholder Shareholders or CXJ AMERIGUARD to perform its obligations hereunder or there under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by the Shareholder ECOBLU Parties of this Agreement and the Collateral Documents to which it each is a party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of the Shareholder any ECOBLU Party under, or result in the creation or imposition of any Encumbrance upon the property of the Shareholder any ECOBLU Party by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of CXJany ECOBLU Party, (ii) any contract, agreement, lease, indenture or other instrument to which any the Shareholder or CXJ are ECOBLU Party is a party or by or to which the Shareholder any ECOBLU Party or CXJ or their its property may be bound or subject and a violation of which would result in a Material Adverse Effect on the Shareholder or CXJ ECOBLU taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to the Shareholder or CXJ any ECOBLU Party or (iv) any Permit of CXJ ECOBLU or subsidiaryMerger Sub, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on CXJ ECOBLU or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of the Shareholder or CXJ any ECOBLU Party to perform its obligations hereunder or there under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by the Shareholder Altrimega Parties of this Agreement and the Collateral Documents to which it each is a party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of the Shareholder any Altrimega Party under, or result in the creation or imposition of any Encumbrance upon the property of the Shareholder Altrimega or Merger Sub by reason of the terms of (i) the articles of incorporation, by by-laws or other charter or organizational document of CXJany Altrimega Party, (ii) any contract, agreement, lease, indenture or other instrument to which any the Shareholder or CXJ are Altrimega Party is a party or by or to which the Shareholder or CXJ any Altrimega Party or their property may be /s/ HA bound or subject and a violation of which would result in a Material Adverse Effect on the Shareholder or CXJ Company taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to the Shareholder or CXJ any Altrimega Party or (iv) any Permit of CXJ Altrimega or subsidiaryMerger Sub, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on CXJ Altrimega or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of the Shareholder or CXJ any Altrimega Party to perform its obligations hereunder or there underthereunder.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by WHL or the Shareholder Shareholders of this Agreement and the Collateral Documents to which it is they are a party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of the Shareholder Shareholders under, or result in the creation or imposition of any Encumbrance upon the property of the Shareholder Shareholders by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of CXJWHL, (ii) any contract, agreement, lease, indenture or other instrument to which any the Shareholder Shareholders or CXJ WHL are a party or by or to which the Shareholder Shareholders or CXJ WHL or their property may be bound or subject and a violation of which would result in a Material Adverse Effect on the Shareholder Shareholders or CXJ WHL taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to the Shareholder Shareholders or CXJ WHL or (iv) any Permit of CXJ WHL or subsidiary, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on CXJ WHL or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of the Shareholder Shareholders or CXJ WHL to perform its their obligations hereunder or there under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by the Shareholder WNLV of this Agreement and the Collateral Documents to which it is a party party, and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of the Shareholder WNLV under, or result in the creation or imposition of any Encumbrance upon the property of the Shareholder WNLV, WNLV Assets, WNLV Business or WNLV Common Stock by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of CXJWNLV or any Subsidiary of WNLV, (ii) any material contract, agreement, lease, indenture or other instrument to which any the Shareholder or CXJ are WNLV is a party or by or to which WNLV, or the Shareholder or CXJ or their property Assets may be bound or subject and a violation of which would result in a Material Adverse Effect on the Shareholder or CXJ taken as a wholeWNLV, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to the Shareholder or CXJ WNLV or (iv) any Permit of CXJ or subsidiaryWNLV, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on CXJ WNLV or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of the Shareholder or CXJ WNLV to perform its obligations hereunder under this Agreement or there underany of the Collateral Documents.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by the Shareholder Othnet Parties of this Agreement and the Collateral Documents to which it each is a party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of the Shareholder any Othnet Party under, or result in the creation or imposition of any Encumbrance upon the property of the Shareholder Othnet or Merger Sub by reason of the terms of (i) the articles of incorporation, by by-laws or other charter or organizational document of CXJany Othnet Party, (ii) any contract, agreement, lease, indenture or other instrument to which any the Shareholder or CXJ are Othnet Party is a party or by or to which the Shareholder or CXJ any Othnet Party or their property may be bound or subject and a violation of which would result in a Material Adverse Effect on the Shareholder or CXJ Othnet taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to the Shareholder or CXJ any Othnet Party or (iv) any Permit of CXJ Othnet or subsidiaryMerger Sub, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on CXJ Othnet or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of the Shareholder or CXJ any Othnet Party to perform its obligations hereunder or there underthereunder.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by the Shareholder ZYQG of this Agreement and the Collateral Documents to which it is a party party, and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of the Shareholder ZYQG under, or result in the creation or imposition of any Encumbrance upon the property of the Shareholder ZYQG, ZYQG Assets, ZYQG Business or ZYQG Common Stock by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of CXJZYQG or any Subsidiary of ZYQG, (ii) any material contract, agreement, lease, indenture or other instrument to which any the Shareholder or CXJ are ZYQG is a party or by or to which ZYQG, or the Shareholder or CXJ or their property Assets may be bound or subject and a violation of which would result in a Material Adverse Effect on the Shareholder or CXJ taken as a wholeZYQG, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to the Shareholder or CXJ ZYQG or (iv) any Permit of CXJ or subsidiaryZYQG, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on CXJ ZYQG or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of the Shareholder or CXJ ZYQG to perform its obligations hereunder under this Agreement or there underany of the Collateral Documents.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by the Shareholder Shareholders of this Agreement and the Collateral Documents to which it is they are a party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of the Shareholder Shareholders under, or result in the creation or imposition of any Encumbrance upon the property of the Shareholder Shareholders by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of CXJZYQC, (ii) any contract, agreement, lease, indenture or other instrument to which any the Shareholder Shareholders or CXJ ZYQC are a party or by or to which the Shareholder Shareholders or CXJ ZYQC or their property may be bound or subject and a violation of which would result in a Material Adverse Effect on the Shareholder Shareholders or CXJ ZYQC taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to the Shareholder Shareholders or CXJ ZYQC or (iv) any Permit of CXJ ZYQC or subsidiary, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on CXJ ZYQC or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of the Shareholder Shareholders or CXJ ZYQC to perform its obligations hereunder or there under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by 14 02219/0001 142468.2 the Shareholder AEC Parties of this Agreement and the Collateral Documents to which it each is a party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of the Shareholder any AEC Party under, or result in the creation or imposition of any Encumbrance upon the property of the Shareholder any AEC Party by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of CXJany AEC Party, (ii) any contract, agreement, lease, indenture or other instrument to which any the Shareholder or CXJ are AEC Party is a party or by or to which the Shareholder any AEC Party or CXJ or their its property may be bound or subject and a violation of which would result in a Material Adverse Effect on the Shareholder or CXJ AEC taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to the Shareholder or CXJ any AEC Party or (iv) any Permit of CXJ AEC or subsidiaryMerger Sub, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on CXJ AEC or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of the Shareholder or CXJ any AEC Party to perform its obligations hereunder or there under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by the Shareholder TCG Members of this Agreement and the Collateral Documents to which it is a party they are parties and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of the Shareholder TCG Members under, or result in the creation or imposition of any Encumbrance upon the property of the Shareholder TCG Members by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of CXJTCG , (ii) any contract, agreement, lease, indenture or other instrument to which any the Shareholder of TCG Members or CXJ are TCG is a party or by or to which the Shareholder TCG Members or CXJ TCG or their its property may be bound or subject and a violation of which would result in a Material Adverse Effect on the Shareholder or CXJ TCG Members, and/or TCG taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to the Shareholder TCG Members or CXJ TCG or (iv) any Permit of CXJ or subsidiaryTCG, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on CXJ TCG or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of the Shareholder TCG Members or CXJ TCG to perform its their obligations hereunder or there under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by the Shareholder Splinternet Parties of this Agreement and the Collateral Documents to which it each is a party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of the Shareholder any Splinternet Party under, or result in the creation or imposition of any Encumbrance upon the property of the Shareholder Splinternet or Merger Sub by reason of the terms of (i) the articles of incorporation, by by-laws or other charter or organizational document of CXJany Splinternet Party, (ii) any contract, agreement, lease, indenture or other instrument to which any the Shareholder or CXJ are Splinternet Party is a party or by or to which the Shareholder or CXJ any Splinternet Party or their property may be bound or subject and a violation of which would result in a Material Adverse Effect on the Shareholder or CXJ Splinternet taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to the Shareholder or CXJ any Splinternet Party or (iv) any Permit of CXJ Splinternet or subsidiaryMerger Sub, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on CXJ Splinternet or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of the Shareholder or CXJ any Splinternet Party to perform its obligations hereunder or there underthereunder.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by the Shareholder Shareholders of this Agreement and the Collateral Documents to which it is they are a party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of the Shareholder Shareholders under, or result in the creation or imposition of any Encumbrance upon the property of the Shareholder Shareholders by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of CXJSHENGSHI, (ii) any contract, agreement, lease, indenture or other instrument to which any the Shareholder Shareholders or CXJ SHENGSHI are a party or by or to which the Shareholder Shareholders or CXJ SHENGSHI or their property may be bound or subject and a violation of which would result in a Material Adverse Effect on the Shareholder Shareholders or CXJ SHENGSHI taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to the Shareholder Shareholders or CXJ SHENGSHI or (iv) any Permit of CXJ SHENGSHI or subsidiary, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on CXJ SHENGSHI or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of the Shareholder Shareholders or CXJ SHENGSHI to perform its obligations hereunder or there under.

No Breach or Violation. Subject to obtaining the consents, approvals, authorizations, and orders of and making the registrations or filings with or giving notices to Regulatory Authorities and Persons identified herein, the execution, delivery and performance by the Shareholder Fxxxx Parties of this Agreement and the Collateral Documents to which it each is a party and the consummation of the transactions contemplated hereby and thereby in accordance with the terms and conditions hereof and thereof, do not and will not conflict with, constitute a violation or breach of, constitute a default or give rise to any right of termination or acceleration of any right or obligation of the Shareholder any Fxxxx Party under, or result in the creation or imposition of any Encumbrance upon the property of the Shareholder any Fxxxx Party by reason of the terms of (i) the articles of incorporation, by laws or other charter or organizational document of CXJany Fxxxx Party, (ii) any contract, agreement, lease, indenture or other instrument to which any the Shareholder or CXJ are Fxxxx Party is a party or by or to which the Shareholder any Fxxxx Party or CXJ or their its property may be bound or subject and a violation of which would result in a Material Adverse Effect on the Shareholder or CXJ Fxxxx taken as a whole, (iii) any order, judgment, injunction, award or decree of any arbitrator or Regulatory Authority or any statute, law, rule or regulation applicable to the Shareholder or CXJ any Fxxxx Party or (iv) any Permit of CXJ Fxxxx or subsidiaryMerger Sub, which in the case of (ii), (iii) or (iv) above would have a Material Adverse Effect on CXJ Fxxxx or a material adverse effect on the validity, binding effect or enforceability of this Agreement or the Collateral Documents or the ability of the Shareholder or CXJ any Fxxxx Party to perform its obligations hereunder or there under.