Common use of Company and Governmental Authorization, Contravention Clause in Contracts

Company and Governmental Authorization, Contravention. The execution, delivery and performance by the Servicer of this Agreement and each other Transaction Document to which it is a party (i) are within the Servicer’s corporate powers, (ii) have been duly authorized by all necessary corporate action, (iii) require no authorization, consent, license or exemption from, or filing or registration with, any governmental body, agency or official, except (A) such approvals which have been obtained prior to the Closing Date and remain in full force and effect and (B) such approvals, the absence of which would not reasonably be expected have a Material Adverse Effect, (iv) do not contravene, or constitute a default under, (A) any provision of Applicable Law or any judgment, injunction, order or decree binding upon the Servicer, (B) any provision of the certificate of incorporation or bylaws of the Servicer, (C) any covenant, indenture or material agreement of or affecting the Servicer or any of its property, in each case, where such contravention or default, individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect, and (v) do not result in the creation or imposition of any lien prohibited by the Transaction Documents any property of the Servicer or any of its Subsidiaries.

Appears in 8 contracts

Samples: Receivables Purchase Agreement (LyondellBasell Industries N.V.), Receivables Purchase Agreement (LyondellBasell Industries N.V.), Receivables Purchase Agreement (Celanese Corp)

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Company and Governmental Authorization, Contravention. The execution, delivery and performance by the Servicer Seller of this Agreement and each other Transaction Document to which it is a party (i) are within the ServicerSeller’s corporate limited liability company powers, (ii) have been duly authorized by all necessary corporate limited liability company action, (iii) require no authorization, consent, license or exemption from, or filing or registration with, any governmental body, agency or official, except (A) such approvals which have been obtained prior to the Closing Date and remain in full force and effect effect, (B) the filing of UCC financing statements and continuation statements and (BC) such approvals, the absence of which would not reasonably be expected have a Material Adverse Effect, (iv) do not contravene, or constitute a default under, (A) any provision of Applicable Law or any judgment, injunction, order or decree binding upon the ServicerSeller, (B) any provision of the certificate of incorporation or bylaws limited liability company agreement of the ServicerSeller, (C) any covenant, indenture or material agreement of or affecting the Servicer Seller or any of its property, in each case, where such contravention or default, individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect, and (v) do not result in the creation or imposition of any lien prohibited by the Transaction Documents on any property of the Servicer or any of its SubsidiariesSeller.

Appears in 8 contracts

Samples: Receivables Purchase Agreement (LyondellBasell Industries N.V.), Receivables Purchase Agreement (LyondellBasell Industries N.V.), Receivables Purchase Agreement (Celanese Corp)

Company and Governmental Authorization, Contravention. The execution, delivery and performance by the Servicer such Originator of this Agreement and each other Transaction Document to which it is a party (i) are within the Servicersuch Originator’s corporate organizational powers, (ii) have been duly authorized by all necessary corporate organizational action, (iii) require no authorization, consent, license or exemption from, or filing or registration with, any governmental body, agency or official, except (A) such approvals which have been obtained prior to the Closing Date and remain in full force and effect effect, (B) the filing of UCC financing statements and continuation statements and (BC) such approvals, the absence of which would not reasonably be expected have a Material Adverse Effect, (iv) do not contravene, or constitute a default under, (A) any provision of Applicable Law applicable law or any judgment, injunction, order or decree binding upon the Servicersuch Originator, (B) any provision of the certificate organizational documents of incorporation or bylaws of the Servicersuch Originator, (C) any covenant, indenture or material agreement of or affecting the Servicer such Originator or any of its property, in each case, where such contravention or default, individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect, and (v) do not result in the creation or imposition of any lien prohibited by the Transaction Documents on any property of the Servicer or any of its Subsidiariessuch Originator.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Celanese Corp), Purchase and Sale Agreement (LyondellBasell Industries N.V.)

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Company and Governmental Authorization, Contravention. The execution, delivery and performance by the Servicer such Originator of this Agreement and each other Transaction Document to which it is a party (i) are within the Servicer’s corporate such Originator's organizational powers, (ii) have been duly authorized by all necessary corporate organizational action, (iii) require no authorization, consent, license or exemption from, or filing or registration with, any governmental body, agency or official, except (A) such approvals which have been obtained prior to the Closing Date date hereof and remain in full force and effect effect, (B) the filing of UCC financing statements and continuation statements and (BC) such approvals, the absence of which would not reasonably be expected have a Material Adverse Effect, (iv) do not contravene, or constitute a default under, (A) any provision of Applicable Law applicable law or any judgment, injunction, order or decree binding upon the Servicersuch Originator, (B) any provision of the certificate organizational documents of incorporation or bylaws of the Servicersuch Originator, (C) any covenant, indenture or material agreement of or affecting the Servicer such Originator or any of its property, in each case, where such contravention or default, individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect, and (v) do not result in the creation or imposition of any lien prohibited by the Transaction Documents on any property of the Servicer or any of its Subsidiariessuch Originator.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Celanese Corp)

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