The Transactions and the entry into each of this Agreement, the Pledge Agreement and the Collateral Account Control Agreement (a) do not require any consent or approval of (including any exchange control approval), registration or filing with, or any other action by, any Governmental Authority, except such as have been obtained or made and are in full force and effect or, in relation to any Security Documents entered into by any Obligor registered in England and Wales, any registrations and/or filings of such Security Documents at Companies House or, in relation to any Security Documents entered into by any Obligor registered in Ireland, any registration and/or filings of such Security Documents as may be required at the Irish Companies Registration Office, (b) will not violate any applicable law or regulation material to any Obligor or the charter, by-laws, bye-laws or other organizational documents of each Obligor or any order of any Governmental Authority material to any Obligor, (c) will not violate or result in a default under any material indenture, material agreement or other material instrument binding upon each Obligor or any of its assets, or give rise to a right thereunder to require any payment to be made by any such Person and (d) will not result in the creation or imposition of any Lien on any asset of any Obligor other than Liens permitted under Section 7.03.