Common use of Absence of Required Consents; No Violations Clause in Contracts

Absence of Required Consents; No Violations. No consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any Governmental Authority is required in connection with the execution, delivery and performance by, or enforcement against, any Borrower of the Transaction Documents, except for such filing(s) pursuant to applicable state securities laws as may be necessary, which filings will be timely effected after the relevant Closing, and except for recordings or filings in connection with the perfection of the Liens on the Collateral in favor of the Investors (or any Collateral Agent of their behalf). No Borrower is in violation or default (i) of any provision of its Organic Documents, or (ii) of any instrument, judgment, order, writ, decree or contract to which it is a party or by which it is bound, or, to the best of its knowledge, of any provision of any federal or state statute, rule or regulation which is, to the best of its knowledge, applicable to the Borrower, except in the case of this clause (ii) for such violations or defaults which do not, or could not reasonably be expected to result in a Material Adverse Effect. As of the Initial Closing, the execution, delivery and performance of the Transaction Documents and the consummation of the transactions contemplated thereby will not, result in any such violation or be in conflict with or constitute, with or without the passage of time and giving of notice, either a default under any such provision, instrument, judgment, order, writ, decree or contract or an event that results in the creation of any Lien upon any material assets of any Borrower or the suspension, revocation, impairment, forfeiture or nonrenewal of any material permit, license, authorization or approval applicable to any Borrower, its business or operations or any of its assets or properties, except for such results which could not reasonably be expected to result in a Material Adverse Effect.

Absence of Required Consents; No Violations. No consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any Governmental Authority on the part of the Company, any of its Subsidiaries or any of its Managed PCs is required in connection with the execution, delivery and performance by, or enforcement against, any Borrower consummation of the transactions contemplated by the Transaction Documents, except for the filing with the SEC of a Form D, one or more Current Reports on Form 8-K, and such filing(s) pursuant to applicable state securities laws as may be necessary, which filings will be timely effected after the relevant ClosingClosing Date, and except for recordings or filings in connection with the perfection of the Liens on the Collateral in favor of the Investors (Investor. None of the Company, any of its Subsidiaries or any Collateral Agent of their behalf). No Borrower its Managed PCs is in violation or default (i) of any provision of its Organic Governing Documents, or (ii) of any instrument, judgment, order, writ, decree or contract to which it is a party or by which it is bound, or, to the best of its knowledge, or (iii) of any provision of any federal or state statute, rule or regulation which is, to the best of its knowledge, applicable to the BorrowerCompany, except in the case cases of this clause (ii) and (iii) above, for such violations or defaults which do that would not, individually or could not in the aggregate, reasonably be expected to result in have a Material Adverse Effect. As of the Initial Closing, the The execution, delivery and performance of the Transaction Documents and the consummation of the transactions contemplated thereby will not, not result in any such violation or be in conflict with or constitute, with or without the passage of time and giving of notice, either a default under any such provision, instrument, judgment, order, writ, decree or contract or an event that results in the creation of any Lien upon any material assets of the Company, any Borrower of its Subsidiaries or any of its Managed PCs or the suspension, revocation, impairment, forfeiture or nonrenewal of any material permit, license, authorization or approval applicable to the Company, any Borrowerof its Subsidiaries or any of its Managed PCs, its their business or operations or any of its their assets or properties, except for such results properties and which could not reasonably be expected to would result in a Material Adverse Effect.

Absence of Required Consents; No Violations. No consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any Governmental Authority on the part of the Company or any of its Subsidiaries is required in connection with the execution, delivery and performance by, or enforcement against, any Borrower consummation of the transactions contemplated by the Transaction Documents, except for the filing with the SEC of a Form D, one or more Current Reports on Form 8-K, and such filing(s) pursuant to applicable state securities laws as may be necessary, which filings will be timely effected after the relevant ClosingClosing Date, and except for recordings or filings in connection with the perfection of the Liens on the Collateral in favor of the Investors (or Investor. Except as set forth in Schedule 4.4 of the Disclosure Schedule, neither the Company nor any Collateral Agent of their behalf). No Borrower its Subsidiaries is in violation or default (i) of any provision of its Organic Documents, or (ii) of any instrument, judgment, order, writ, decree or contract to which it is a party or by which it is bound, or, to the best of its knowledge, or (iii) of any provision of any federal or state statute, rule or regulation which is, to the best of its knowledge, applicable to the BorrowerCompany, except in the case cases of this clause (ii) and (iii) above, for such violations or defaults which do that would not, individually or could not in the aggregate, reasonably be expected to result in have a Material Adverse Effect. As Except as set forth in Schedule 4.4 of the Initial ClosingDisclosure Schedule, the execution, delivery and performance of the Transaction Documents and the consummation of the transactions contemplated thereby will not, not result in any such violation or be in conflict with or constitute, with or without the passage of time and giving of notice, either a default under any such provision, instrument, judgment, order, writ, decree or contract or an event that results in the creation of any Lien upon any material assets of the Company, any Borrower of its Subsidiaries or the suspension, revocation, impairment, forfeiture or nonrenewal of any material permit, license, authorization or approval applicable to the Company or any Borrowerof its Subsidiaries, its their business or operations or any of its their assets or properties, except for such results properties and which could not reasonably be expected to would result in a Material Adverse Effect.

Absence of Required Consents; No Violations. No consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any Governmental Authority on the part of the Company or any of its Subsidiaries is required in connection with the execution, delivery and performance by, or enforcement against, any Borrower consummation of the transactions contemplated by the Transaction Documents, except for the filing with the SEC of a Form D, one or more Current Reports on Form 8-K and such filing(s) pursuant to applicable state securities laws as may be necessary, which filings will be timely effected after the relevant Closing, and except for recordings or filings in connection with Closing Date. Neither the perfection Company nor any of the Liens on the Collateral in favor of the Investors (or any Collateral Agent of their behalf). No Borrower its Subsidiaries is in violation or default (i) of any provision of its Organic Documents, or (ii) of any instrument, judgment, order, writ, decree or contract to which it is a party or by which it is bound, or, to the best of its knowledge, of (iii) or any provision of any federal or state statute, rule or regulation which is, to the best of its knowledge, applicable to the BorrowerCompany, except in the case cases of this clause (ii) and (iii) above, for such violations or defaults which do that would not, individually or could not in the aggregate, reasonably be expected to result in have a Material Adverse Effect. As of the Initial Closing, the The execution, delivery and performance of the Transaction Documents and the consummation of the transactions contemplated thereby will not, not result in any such violation or be in conflict with or constitute, with or without the passage of time and giving of notice, either a default under any such provision, instrument, judgment, order, writ, decree or contract or an event that results in the creation of any Lien upon any material assets of the Company, any Borrower of its Subsidiaries or the suspension, revocation, impairment, forfeiture or nonrenewal of any material permit, license, authorization or approval applicable to the Company or any Borrowerof its Subsidiaries, its their business or operations or any of its their assets or properties, except for such results properties and which could not reasonably be expected to would result in a Material Adverse Effect.