Consents and Approvals. The execution, delivery and performance by the Purchaser of this Agreement and the consummation of the transactions contemplated hereby do not and shall not require any Authorizations to be obtained or made by the Purchaser, except # for such Authorizations as have already been obtained or made by the Purchaser before the date hereof, # for the filing of a [Schedule 13D] by the Purchaser with the SEC, or # as otherwise explicitly agreed by the Parties or provided in this Agreement.

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.

Approvals and Consents. The execution, delivery, and performance by the Purchaser of this Agreement and the consummation of the transactions contemplated hereby require no consent or approval on the part of the Purchaser except for such consents or approvals that have been obtained by the Purchaser.

Consents. No consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any governmental authority is required on the part of Purchaser in connection with the execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreement.