Mitchell Plant Approvals. The Mitchell Plant Approvals shall have been duly obtained, and such approvals shall have become Final Orders.

Consents and Approvals. The execution, delivery and performance by the Seller of this Agreement and the consummation of the transactions contemplated hereby do not and shall not require any consent of, action by or in respect of, or filing, submission or registration with, or giving of any notice to, any Governmental Authority or any other Person (each, an “Authorization”) to be obtained or made by the Seller, except # for such Authorizations as have already been obtained or made by the Seller before the date hereof, # for the filing of a [Schedule 13D] or an amended [Schedule 13G] by the Seller with the SEC, or # as otherwise explicitly agreed by the Parties or provided in this Agreement.

No Conflict, Approvals. The execution and delivery of this Agreement does not and will not, and the performance of the Services will not: # violate or conflict with the charter documents of either of WECTEC or Westinghouse, # to the best of Service Provider’s knowledge, conflict with or result in a violation of any permit, concession, franchise or license or any law, rule or regulation applicable to Service Provider or any of its properties or assets, except, in the case of clause (2), for any such breaches, conflicts or violations that would not reasonably be expected to have a material adverse effect on Service Provider and would not impair the ability of Service Provider to perform its obligations under this Agreement.

No Conflict, Approvals. The execution and delivery of this Agreement does not and will not, and the performance of its obligations hereunder will not, # violate or conflict with the charter documents of Owners, or # subject to the consents specified in Section 3.2, constitute a breach or default (or an event that with notice or lapse of time or both would become a breach or default) or give rise to any lien, third party right of termination, cancellation, material modification or acceleration, or loss of any benefit, under any contract to which Owners is a party or by which it is bound, or # conflict with or result in a violation of any permit, concession, franchise or license or any law, rule or regulation applicable to Owners, except, in the case of clauses (2) and (3), for any such breaches, conflicts or violations that would not reasonably be expected to have a material adverse effect on Owners and would not impair the ability of Owners to perform its obligations under this Agreement.

Approvals and Authorizations. Maintain all authorizations, consents, approvals and licenses from, exemptions of, and filings and registrations with, each Governmental Authority of the jurisdiction in which each Foreign Loan Party is organized and existing, and all approvals and consents of each other Person in such jurisdiction, in each case that are required in connection with the Loan Documents.

Consents and Approvals. All third party consents with respect to the consummation of the transactions contemplated by this Agreement set forth on [Exhibit F] shall have been received and shall be reasonably satisfactory in form and substance to the Bank in its sole discretion.

No Approvals Required. Neither the execution and delivery of this Agreement and the other Warehouse Documents to which [[Organization B:Organization]] is a party, nor the consummation of any of the transactions contemplated hereby or thereby, requires the consent or approval of, the giving of notice to, or the registration, recording or filing of any document with, or the taking of any other action in respect of, any Governmental Authority or other Person.

Consents, Approvals, Etc. All licences, permissions, consents, approvals and agreements required for the conduct of the operations under the Contract by Farmor have been obtained and complied with and are in full force and effect and Farmor is not aware of any circumstances indicating that any licences, permissions, consents, approvals or agreements obtained by for the conduct of operations under the Contract by Farmor are likely to be revoked or not renewed in the ordinary course, or which may prevent or delay materially the obtaining of any further licences, permissions, consents, approvals or agreements which are necessary for any part of the operations under the Contract by Farmor. The Contract and each amendment thereto has been duly executed, approved and entered into full force in accordance with all applicable Laws and the terms of the Contract.

“Material Adverse Change” means any material adverse change in the business, financial condition or results of operations of the [[Organization A:Organization]] and its Consolidated Subsidiaries taken as a whole.

From the date of this Agreement to the Closing Date, there shall not have been any material adverse change in # the business, operations, assets, liabilities, earnings, condition (financial or otherwise) or prospects of the Company or # with respect to the Shareholders and the Shares, and no material adverse change shall have occurred (or be threatened) in any domestic or foreign laws affecting the Company or in any third party contractual or other business relationships of the Company.