The execution, delivery and performance by the Issuer of this Consent and the New Indenture do not and will not (i) violate any material provision of federal, state, or local law or regulation applicable to the Issuer, the governing documents of the Issuer, or any order, judgment, or decree of any court or other Governmental Authority binding on the Issuer, (ii) conflict with, result in a breach of, or constitute (with due notice or lapse of time or both) a default under any material contract of the Issuer, or (iii) require any approval of the Issuer’s equityholders (other than MAST) or any approval or consent of any Person under any material contract of the Issuer, other than consents or approvals that have been obtained and that are still in force and effect.