Common use of Authority and No Violation Clause in Contracts

Authority and No Violation. (a) The execution, delivery and performance by the Parent and each Credit Party of the Fundamental Documents to which it is a party, the grant by each Credit Party and each Pledgor to the Administrative Agent (for the benefit of the Secured Parties) of the security interest in the Collateral and the Pledged Collateral, respectively, as contemplated by the Fundamental Documents, in the case of the Borrower, the Borrowings hereunder and the execution, delivery and performance of the Notes and, in the case of each Guarantor, the guaranty of the Obligations as contemplated by Article 9, (i) have been duly authorized by all necessary company action (or similar action) on the part of such Person, (ii) will not constitute a violation of any provision of Applicable Law or any order of any Governmental Authority applicable to such Person or any of its properties or assets, (iii) will not violate any provision of the certificate of formation or organization, by-laws, limited liability agreement, partnership agreement or any other organizational document of such Person, (iv) will not violate any provision of, be in conflict with, result in a breach of, or constitute (with due notice or lapse of time or both) a default under, or create any right to terminate, any Distribution Agreement, or any indenture, agreement, bond, note or other similar instrument to which such Person is a party or by which such Person or any of its properties or assets are bound, other than where any such violation, conflict, breach, default or termination could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and (v) will not result in the creation or imposition of any Lien, charge or encumbrance of any nature whatsoever upon any of the properties or assets of such Person other than pursuant to the Fundamental Documents.

Authority and No Violation. (a) The execution, delivery and performance by of this Agreement and the Parent and each Credit Party of the Fundamental other Related Documents to which it is a party, the grant by each Credit Party Guarantor and each Pledgor to the Administrative Agent (for the benefit of the Secured Parties) of the security interest in the Collateral and the Pledged Collateral, respectively, as contemplated by the Fundamental Documents, in the case of the Borrower, the Borrowings hereunder and the execution, delivery and performance of the Notes and, in the case of each Guarantor, the guaranty of the Obligations as contemplated by Article 9this Agreement and the other Related Documents to which it is a party, by each Guarantor (ia) have been duly authorized by all necessary company corporate or other similar action (or similar action) on the part of each such PersonGuarantor and by all necessary stockholder or other similar action, (iib) will not constitute a violation of any provision of Applicable Law applicable law or a violation of any order of any Governmental Authority governmental authority applicable to such Person Guarantor or any of its respective properties or assets, in each case, that could reasonably be expected to result in a Material Adverse Effect, (iiic) will not violate any provision of the certificate of formation incorporation or organization, by-lawslaws (or such other organizational and governing documents as may be applicable) of any Guarantor, limited liability agreementor any provision of any indenture, partnership agreement bond, note, mortgage, deed of trust, or any other organizational document instrument or agreement to which such Guarantor is a party or subject, or by which such Guarantor or any of such Personits respective properties or assets are bound, (ivd) will not violate any provision of, be in conflict with, result in a breach of, or constitute (with due notice or lapse of time or both) a default under, or create any right to terminate, any Distribution Agreement, or any such indenture, agreement, bond, note note, mortgage, deed of trust, or other similar instrument or agreement, or give rise to which such Person is a party or by which such Person or any right under any of its properties or assets are bound, other than where the foregoing to require any such violation, conflict, breach, default or termination could not, either individually or in the aggregate, reasonably payment to be expected to have a Material Adverse Effectmade by any Guarantor, and (ve) will not result in the creation or imposition of (or the obligation to create or impose) any Lien, charge or encumbrance of any nature whatsoever Lien upon any of the properties or assets of such Person any of the Guarantors or any subsidiary of a Guarantor, other than pursuant to the Fundamental Security Documents.

Authority and No Violation. (a) The execution, delivery and performance by of this Credit Agreement and the Parent and each Credit Party of the other Fundamental Documents to which it is a party, the grant by each Credit Party and each Pledgor Party, the grant to the Administrative Agent (for the benefit of the Secured Parties) Administrative Agent, the Issuing Bank and the Group Lenders of the security interest in the Collateral and the Pledged Collateral, respectively, Securities as contemplated herein and by the other Fundamental DocumentsDocuments and, in the case of the BorrowerBorrowers, the Borrowings hereunder and the execution, delivery and performance of the Notes and, in the case of each Guarantor, the guaranty of the Obligations as contemplated by in Article 99 hereof, (i) have been duly authorized by all necessary corporate or company (as applicable) action (or similar action) on the part of each such PersonCredit Party, (ii) will not constitute a violation of any provision of Applicable Law in any material respect or any order of any Governmental Authority applicable to such Person Credit Party, or any of its properties or assetsassets in any material respect, (iii) will not violate any provision of the certificate Certificate of formation or organizationIncorporation, byBy-lawsLaws, limited liability agreement, partnership company agreement or any other organizational document of such Personany Credit Party, (iv) will not violate any provision ofof any Distribution Agreement, indenture, agreement, bond, note or other similar instrument to which such Credit Party is a party or by which such Credit Party or any of its properties or assets are bound in any material respect, (v) will not be in conflict with, result in a breach of, or constitute (with due notice or lapse of time or both) a material default under, or create any right to terminate, any such Distribution Agreement, or any indenture, agreement, bond, note or other similar instrument to which such Person is a party or by which such Person or any of its properties or assets are bound, other than where any such violation, conflict, breach, default or termination could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effectinstrument, and (vvi) will not result in the creation or imposition of any Lien, charge or encumbrance of any nature whatsoever upon any of the properties or assets of such Person any of the Credit Parties other than pursuant to this Credit Agreement or the other Fundamental Documents.