Common use of Compliance with Laws and Agreements Clause in Contracts

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its Restricted Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Parent Borrower and its Restricted Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. (a) Each of Holdings, the Borrower and its Restricted Subsidiaries is in material compliance with (ai) its Organizational Documents, (bii) all Requirements of Law applicable to it or its property and (ciii) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (bii) and (ciii) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the each Borrower and its each Restricted Subsidiaries Subsidiary is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its each Restricted Subsidiaries Subsidiary is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its Restricted the Subsidiaries is in material compliance with (a) its the Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures indentures, agreements and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its each Restricted Subsidiaries Subsidiary is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could would not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its Restricted Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its Restricted Subsidiaries is in material compliance with (ai) its Organizational Documents, (bii) all Requirements of Law applicable to it or its property and (ciii) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (bii) and (ciii) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, each Intermediate Parent, the Borrower and its Restricted Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this SectionSection 3.07, where the failure to do so, individually or in the aggregate, could would not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower Holdings and its Restricted Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could would not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its Restricted Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Company, each Borrower and its each Restricted Subsidiaries Subsidiary is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Intermediate Holdings, each Borrower and its each Restricted Subsidiaries Subsidiary is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the any Intermediate Parent, each Borrower and its each Restricted Subsidiaries Subsidiary is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and each of its Restricted Subsidiaries is in material compliance with (a) its Organizational Documentsall Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all Requirements of Law applicable to it indentures, agreements or its property and (c) all indentures and other agreements and instruments binding upon it or its propertyproperties, except, in the each case of clauses (ba) and (c) of this Sectionb), where the failure to do sonon-compliance, either individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. Section 4.7.

Compliance with Laws and Agreements. Each of Holdings, the Borrower Holdings and its Restricted Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (a) (other than as it relates to the Borrower), (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Intermediate Parents, the Borrower and its each Restricted Subsidiaries Subsidiary is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its Restricted the Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (cb) all indentures indentures, agreements and other agreements and instruments binding upon it or its property, except, in the case of clauses clause (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its Restricted Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this SectionSection 3.07, where the failure to do so, individually or in the aggregate, could would not reasonably be expected to result in a Material Adverse Effect.. SECTION 3.08

Compliance with Laws and Agreements. Each of Holdings, Holdings and the Borrower and its Restricted Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. (a) Each of Holdings, the Borrower and each of its Restricted Subsidiaries is in material compliance with (a) its Organizational Documentsall laws, (b) all Requirements regulations and orders of Law any Governmental Authority applicable to it or its property and (c) all indentures indentures, agreements and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this Section, except where the failure to do sononcompliance, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. No Default has occurred and is continuing.

Compliance with Laws and Agreements. (a) Each of Holdings, the Borrower and its Restricted Subsidiaries is in material compliance with (ai) its Organizational Documents, (bii) all Requirements of Law Laws applicable to it or its property and (ciii) all indentures and other agreements and instruments binding upon it or its propertyContractual Obligations, except, in the case of clauses (b) and (c) of this Section, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its itsthe Restricted Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.-117- [EMEA_ACTIVE 302040156_13]

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its Restricted the Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (cb) except as contemplated by Schedule 3.03 to the Disclosure Letter, all indentures indentures, agreements and other agreements and instruments binding upon it or its property, except, in the case of clauses (ba) and (cb) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower Holdings and its Restricted Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (a) (other than as it relates to the Borrower), (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its the Restricted Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its propertyContractual Obligations, except, in the case of clauses (b) and (c) of this SectionSection 3.07, where the failure to do so, individually or in the aggregate, could would not reasonably be expected to result in have a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and each of its Restricted Subsidiaries is in material compliance with (a) its Organizational Documentsall Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all Requirements of Law applicable to it indentures, agreements or its property and (c) all indentures and other agreements and instruments binding upon it or its propertyproperties, except, in the each case of clauses (ba) and (c) of this Sectionb), where the failure to do sonon-compliance, either individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its the Restricted Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this SectionSection 3.07, where the failure to do so, individually or in the aggregate, could would not reasonably be expected to result in a Material Adverse Effect.. SECTION 3.08

Compliance with Laws and Agreements. Each of Holdings, the Borrower Holdings and its Restricted Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower Borrower, and its the Restricted Subsidiaries is has been and continues to be in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property property, and (c) all indentures and other agreements and instruments binding upon it or its property, exceptexcept for, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its the Restricted Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (a) (other than as it relates to the Borrower), (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower Holdings and its Restricted Subsidiaries is in material compliance with (a) its Organizational Documentsall Requirements of Law and all judgments, decrees and orders of any Governmental Authority and (b) all Requirements of Law applicable to it indentures, agreements or its property and (c) all indentures and other agreements and instruments binding upon it or its propertyproperties, except, in the case of clauses (ba) and (cb) of this Section, where the failure to do sonon-compliance, either individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its Restricted Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (b) and (c) of this SectionSection 3.07, where the failure to do so, individually or in the aggregate, could would not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its Restricted Subsidiaries is in material compliance with (ai) its Organizational Documents, (bii) all Requirements of Law applicable to it or its property and (ciii) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (bii) and (ciii) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. Section 3.08.

Compliance with Laws and Agreements. (%3) Each of Holdings, the Borrower and its Restricted Subsidiaries is in material compliance with (ai) its Organizational Documents, (bii) all Requirements of Law applicable to it or its property and (ciii) all indentures and other agreements and instruments binding upon it or its property, except, in the case of clauses (bii) and (ciii) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its Restricted the other Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all material Requirements of Law applicable to it or its property and (cb) all indentures indentures, agreements and other agreements and instruments binding upon it or its property, except, in the case of clauses clause (b) and (c) of this Section), where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Compliance with Laws and Agreements. Each of Holdings, the Borrower and its Restricted the Subsidiaries is in material compliance with (a) its Organizational Documents, (b) all Requirements of Law applicable to it or its property and (c) all indentures indentures, agreements and other agreements and instruments binding upon it or its propertyproperty (including all Franchise Agreements), except, in the case of clauses (b) and (c) of this Section, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.