No consent, approval, order or authorization of, or registration, qualification, or filing with, any governmental authority is required on the part of such Rollover Company Member in connection with the execution, delivery and performance by such Rollover Company Member of this Agreement and the issuance, sale and delivery of the Rollover Company Units to Pioneer Parent, except (a) such filings which have been or will be made prior to the Closing and (b) any notices of sale required to be filed with the Securities and Exchange Commission under Regulation D of the Securities Act, or such post-Closing filings as may be required under applicable securities laws, which will be timely filed within the applicable periods therefor .