Company and Governmental Authorization. The execution, delivery and performance by each Guarantor of this Agreement and the other Transaction Documents to which it is a party (a) is within such Guarantor’s limited liability company, corporate or other powers and has been duly authorized by all necessary limited liability company, corporate or other action, (b) requires no action by or in respect of, or filing with, any Governmental Authority which has not been obtained (other than any actions or filings that may be undertaken after the Closing Date pursuant to the terms of the Base Indenture or any other Transaction Document, including actions or filings with respect to any Mortgages) and (c) does not contravene, or constitute a default under, any Requirements of Law with respect to such Guarantor or any Contractual Obligation with respect to such Guarantor or result in the creation or imposition of any Lien on any property of any Guarantor, except for Liens created by this Agreement or the other Transaction Documents, except in the case of clauses (b) and (c) above, solely with respect to the Contribution Agreements, the violation of which could not reasonably be expected to have a Material Adverse Effect. This Agreement and each of the other Transaction Documents to which each Guarantor is a party has been executed and delivered by a duly Authorized Officer of such Guarantor.
Appears in 6 contracts
Samples: Guarantee and Collateral Agreement (Twin Hospitality Group Inc.), Guarantee and Collateral Agreement (Fat Brands, Inc), Guarantee and Collateral Agreement (Fat Brands, Inc)
Company and Governmental Authorization. The execution, delivery and performance by each Guarantor the Co-Issuers of this Agreement Base Indenture and any Series Supplement (or with respect to the Canadian Co-Issuer, any Supplement to the Base Indenture or any Series Supplement) and by the Co-Issuers and each other Service Recipient of the other Transaction Documents to which it is a party (a) is within such GuarantorService Recipient’s limited liability company, corporate corporate, limited partnership or other powers and has been duly authorized by all necessary limited liability company, corporate corporate, limited partnership or other action, (b) requires no action by or in respect of, or filing with, any Governmental Authority which has not been obtained (other than any actions or filings that may be undertaken after the Series 2020-1 Closing Date pursuant to the terms of the this Base Indenture or any other Transaction Document, including actions or filings with respect to any Mortgages) and (c) does not contravene, or constitute a default under, any Requirements of Law with respect to such Guarantor Service Recipient or any Contractual Obligation with respect to such Guarantor Service Recipient or result in the creation or imposition of any Lien on any property of any GuarantorService Recipient, except for Liens created by this Agreement Base Indenture or the other Transaction Documents, except in the case of clauses (b) and (c) above, solely with respect to the Contribution Agreements, the violation of which could not reasonably be expected to have a Material Adverse Effect. This Agreement Base Indenture and each of the other Transaction Documents to which each Guarantor Service Recipient is a party has been executed and delivered by a duly Authorized Officer of such GuarantorService Recipient.
Appears in 4 contracts
Samples: Amendment No. 11 to the Amended and Restated Base Indenture (Driven Brands Holdings Inc.), Amendment No. 9 to the Amended and Restated Base Indenture (Driven Brands Holdings Inc.), Base Indenture Amendment (Driven Brands Holdings Inc.)
Company and Governmental Authorization. The execution, delivery and performance by each Guarantor of this Agreement and the other Transaction Documents to which it is a party (a) is within such Guarantor’s limited liability company, corporate or other powers and has been duly authorized by all necessary limited liability company, corporate or other action, (b) requires no action by or in respect of, or filing with, any Governmental Authority which has not been obtained (other than any actions or filings that may be undertaken after the Closing Date pursuant to the terms of the Base Indenture or any other Transaction Document, including actions or filings with respect to any Mortgages) and (c) does not contravene, or constitute a default under, any Requirements of Law with respect to such Guarantor or any Contractual Obligation with respect to such Guarantor or result in the creation or imposition of any Lien on any property of any Guarantor, except for Permitted Liens and Liens created by this Agreement or the other Transaction Documents, except in the case of clauses (b) and (c) above, solely with respect to the Contribution Agreements, the violation of which could not reasonably be expected to have a Material Adverse Effect. This Agreement and each of the other Transaction Documents to which each Guarantor is a party has been executed and delivered by a duly Authorized Officer of such Guarantor.
Appears in 2 contracts
Samples: Guarantee and Collateral Agreement (Wingstop Inc.), Guarantee and Collateral Agreement (Wingstop Inc.)
Company and Governmental Authorization. The execution, delivery and performance by each Guarantor of this Agreement and the other Transaction Related Documents to which it is a party (a) is within such Guarantor’s limited liability company, corporate or other powers and has been duly authorized by all necessary limited liability company, corporate or other action, (b) requires no action by or in respect of, or filing with, any Governmental Authority which has not been obtained (other than any actions or filings that may be undertaken after the Closing Date pursuant to the terms of the Base Indenture or any other Transaction Related Document, including actions or filings with respect to any Mortgages) and (c) does not contravene, or constitute a default under, any Requirements of Law with respect to such Guarantor or any Contractual Obligation with respect to such Guarantor or result in the creation or imposition of any Lien on any property of any GuarantorGuarantor (other than Permitted Liens), except for Liens created by this Agreement or the other Transaction Related Documents, except in the case of clauses (b) and (c) above, solely with respect as applied to the Contribution Agreements, the violation of which could would not reasonably be expected to have result in a Material Adverse Effect. This Agreement and each of the other Transaction Related Documents to which each Guarantor is a party has been executed and delivered by a duly Authorized Officer of such Guarantor.
Appears in 2 contracts
Samples: Guarantee and Collateral Agreement (European Wax Center, Inc.), Guarantee and Collateral Agreement (Planet Fitness, Inc.)
Company and Governmental Authorization. The execution, delivery and performance by each Guarantor of this Agreement and the other Transaction Related Documents to which it is a party (a) is within such Guarantor’s limited liability company, corporate or other powers and has been duly authorized by all necessary limited liability company, corporate or other action, (b) requires no action by or in respect of, or filing with, any Governmental Authority which has not been obtained (other than any actions or filings that may be undertaken after the Closing Date pursuant to the terms of the Base Indenture or any other Transaction Related Document, including actions or filings with respect to any the Mortgages) and (c) does not contravene, or constitute a default under, any Requirements of Law with respect to such Guarantor or any Contractual Obligation with respect to such Guarantor or result in the creation or imposition of any Lien on any property of any GuarantorGuarantor (other than Permitted Liens), except for Liens created by this Agreement or the other Transaction Related Documents, except in the case of clauses (b) and (c) above, solely with respect as applied to the Contribution Agreements, the violation of which could would not reasonably be expected to have result in a Material Adverse Effect. This Agreement and each of the other Transaction Related Documents to which each Guarantor is a party has been executed and delivered by a duly Authorized Officer of such Guarantor.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (Jack in the Box Inc /New/)
Company and Governmental Authorization. The execution, delivery and performance by each Guarantor of this Agreement and the other Transaction Documents to which it is a party (a) is within such Guarantor’s limited liability company, corporate or other powers and has been duly authorized by all necessary limited liability company, corporate or other action, (b) requires no action by or in respect of, or filing with, any Governmental Authority which has not been obtained (other than any actions or filings that may be undertaken after the Closing Date pursuant to the terms of the Base Indenture or any other Transaction Document, including actions or filings with respect to any Mortgages) and (c) does not contravene, or constitute a default under, any Requirements of Law with respect to such Guarantor or any Contractual Obligation with respect to such Guarantor or result in the creation or imposition of any Lien on any property of any Guarantor, except for Permitted Liens and Liens created by this Agreement or the other Transaction Documents, except in the case of clauses (b) and (c) above, solely with respect to the Contribution Agreements, the violation of which could not reasonably be expected to have a Material Adverse Effect. This Agreement and each of the other Transaction Documents to which each Guarantor is a party has been executed and delivered by a duly Authorized Officer of such Guarantor.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (Yum Brands Inc)
Company and Governmental Authorization. The execution, delivery and performance by each Guarantor the Issuer of this Agreement Base Indenture and the any Series Supplement and other Transaction Documents to which it is a party (a) is within such Guarantorthe Issuer’s limited liability company, corporate or other powers and has been duly authorized by all necessary limited liability company, corporate or other action, (b) requires no action by or in respect of, or filing with, any Governmental Authority which has not been obtained (other than any actions or filings that may be undertaken after the Closing Date pursuant to the terms of the this Base Indenture or any other Transaction Document, including actions or filings with respect to any Mortgages) and (c) does not contravene, or constitute a default under, any Requirements of Law with respect to such Guarantor Law, or any Contractual Obligation with respect to such Guarantor the Issuer or result in the creation or imposition of any Lien on any property of any Guarantorthe Issuer, except for Liens created by this Agreement Base Indenture or the other Transaction Documents, except in the case of clauses (b) and (c) above, solely with respect to the Contribution AgreementsAgreement, the violation of which could not reasonably be expected to have a Material Adverse Effect. This Agreement Base Indenture and each of the other Transaction Documents to which each Guarantor the Issuer is a party has been executed and delivered by a duly Authorized Officer of such Guarantorthe Issuer.
Appears in 1 contract
Samples: Base Indenture (Fat Brands, Inc)
Company and Governmental Authorization. The execution, delivery and performance by each Guarantor of this Agreement and the other Transaction Documents to which it is a party (a) is within such Guarantor’s limited liability company, corporate or other powers and has been duly authorized by all necessary limited liability company, corporate or other action, (b) requires no action by or in respect of, or filing with, any Governmental Authority which has not been obtained (other than any actions or filings that may be undertaken after the Series 2018-1 Closing Date pursuant to the terms of the Base Indenture or any other Transaction Document, including actions or filings with respect to any Mortgages) and (c) does not contravene, or constitute a default under, any Requirements of Law with respect to such Guarantor or any Contractual Obligation with respect to such Guarantor or result in the creation or imposition of any Lien on any property of any Guarantor, except for Liens created by this Agreement or the other Transaction Documents, except in the case of clauses (b) and (c) above, solely with respect to the Contribution Agreements, the violation of which could not reasonably be expected to have a Material Adverse Effect. This Agreement and each of the other Transaction Documents to which each Guarantor is a party has been executed and delivered by a duly Authorized Officer of such Guarantor.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (Driven Brands Holdings Inc.)
Company and Governmental Authorization. The execution, delivery and performance by each Guarantor of this Agreement and the other Transaction Related Documents to which it is a party (a) is within such Guarantor’s limited liability company, corporate corporate, unlimited company or other powers and has been duly authorized by all necessary limited liability company, corporate or other action, (b) requires no action by or in respect of, or filing with, any Governmental Authority which has not been obtained (other than any actions or filings that may be undertaken after the Closing Date pursuant to the terms of the Base Indenture or any other Transaction Related Document, including actions or filings with respect to any Mortgages) and (c) does not contravene, or constitute a default under, any Requirements of Law with respect to such Guarantor or any Contractual Obligation with respect to such Guarantor or result in the creation or imposition of any Lien on any property of any Guarantor, except for Liens created by this Agreement or the other Transaction Related Documents, except except, in the case of clauses clause (b) and or (c) above, solely with respect to the Contribution Agreements, the violation of which could not reasonably be expected to have a Material Adverse Effect. This Agreement and each of the other Transaction Related Documents to which each Guarantor is a party has been executed and delivered by a duly Authorized Officer of such Guarantor.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (Dominos Pizza Inc)
Company and Governmental Authorization. The execution, delivery and performance by each Guarantor of this Agreement and the other Transaction Related Documents to which it is a party (a) is within such Guarantor’s limited liability company, corporate or other powers and has been duly authorized by all necessary limited liability company, corporate or other action, (b) requires no action by or in respect of, or filing with, any Governmental Authority which has not been obtained (other than any actions or filings that may be undertaken after the Closing Date pursuant to the terms of the Base Indenture or any other Transaction Related Document, including actions or filings with respect to any Mortgages) and (c) does not contravene, or constitute a default under, any Requirements of Law with respect to such Guarantor or any Contractual Obligation with respect to such Guarantor or result in the creation or imposition of any Lien on any property of any Guarantor, except for Liens created by this Agreement or the other Transaction Related Documents, except in the case of clauses clause (b) and (c) above, solely with respect to the Contribution Agreements, the violation of which could would not reasonably be expected to have result in a Material Adverse Effect. This Agreement and each of the other Transaction Related Documents to which each Guarantor is a party has been executed and delivered by a duly Authorized Officer of such Guarantor.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (DineEquity, Inc)
Company and Governmental Authorization. The execution, delivery and performance by each Guarantor of this Agreement and the other Transaction Related Documents to which it is a party (a) is within such Guarantor’s limited liability company, corporate or other powers and has been duly authorized by all necessary limited liability company, corporate or other action, (b) requires no action by or in respect of, or filing with, any Governmental Authority which has not been obtained (other than any actions or filings that may be undertaken after the Closing Date pursuant to the terms of the Base Indenture or any other Transaction Related Document, including without limitation, actions or filings with respect to any the Mortgages) and (c) does not contravene, or constitute a default under, any Requirements of Law with respect to such Guarantor or any Contractual Obligation with respect to such Guarantor or result in the creation or imposition of any Lien on any property of any Guarantor, except for Liens created by this Agreement or the other Transaction Related Documents, except in the case of clauses clause (b) and (c) above, solely with respect to the Contribution Agreements, the violation of which could would not reasonably be expected to have result in a Material Adverse Effect. This Agreement and each of the other Transaction Related Documents to which each Guarantor is a party has been executed and delivered by a duly Authorized Officer of such Guarantor.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (Dunkin' Brands Group, Inc.)
Company and Governmental Authorization. The execution, delivery and performance by each Guarantor of this Agreement and the other Transaction Related Documents to which it is a party (a) is within such Guarantor’s 's limited liability company, corporate or other powers and has been duly authorized by all necessary limited liability company, corporate or other action, (b) requires no action by or in respect of, or filing with, any Governmental Authority which has not been obtained (other than any actions or filings that may be undertaken after the Closing Date pursuant to the terms of the Base Indenture or any other Transaction Related Document, including actions or filings with respect to any the Mortgages) and (c) does not contravene, or constitute a default under, any Requirements of Law with respect to such Guarantor or any Contractual Obligation with respect to such Guarantor or result in the creation or imposition of any Lien on any property of any GuarantorGuarantor (other than Permitted Liens), except for Liens created by this Agreement or the other Transaction Related Documents, except in the case of clauses (b) and (c) above, solely with respect as applied to the Contribution Agreements, the violation of which could would not reasonably be expected to have result in a Material Adverse Effect. This Agreement and each of the other Transaction Related Documents to which each Guarantor is a party has been executed and delivered by a duly Authorized Officer of such Guarantor.
Appears in 1 contract