Except for the Requisite Shareholder Approval and the TSX Approval, no other consent, approval, permit, authorization or order of, no notice or declaration to, and no filing, registration or recording with, any Governmental Authority or other third party is required (or shall be required by the giving of notice, the lapse of time or the happening of any other event or condition or any combination of the foregoing) to be obtained or made by the Partnership or MHI Inc. or any of their respective Affiliates in connection with the execution and delivery of this Agreement and the Transaction Agreements to which they are party, or the performance by the Partnership or MHI Inc. of their obligations hereunder and thereunder and the consummation of the transactions contemplated herein and therein.