Common use of Compliance with the Laws and Agreements; No Defaults Clause in Contracts

Compliance with the Laws and Agreements; No Defaults. (a) After giving effect to the Confirmation Order and the Plan of Reorganization, each of Parent Guarantor, the Borrower and the Restricted Subsidiaries is in compliance with all Governmental Requirements applicable to it or its Property and all agreements and other instruments binding upon it or its Property, except where failure to comply could not reasonably be expected to have a Material Adverse Effect, and possesses all licenses, permits, franchises, exemptions, approvals and other governmental authorizations necessary for the ownership of its Property and the conduct of its business, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. (b) Neither the Borrower nor any other Credit Party is in default nor has any Change of Control or similar event or circumstance occurred that, but for the expiration of any applicable grace period or the giving of notice, or both, would constitute a default under, or would require the Borrower or any other Credit Party to Redeem or make any offer to Redeem under, any indenture, note, credit agreement or similar instrument pursuant to which any Material Debt is outstanding or by which the Borrower or any other Credit Party or any of their Properties is bound. (c) No Default has occurred and is continuing.

Compliance with the Laws and Agreements; No Defaults. (a) After giving effect to Except for environmental matters and Environmental Laws, Taxes and ERISA that the Confirmation Order exclusive representations and warranties pertaining thereto are made by the Plan of ReorganizationBorrower in Section 7.06, Section 7.09 and Section 7.10, respectively, each of Parent Guarantor, the Borrower and the Restricted Subsidiaries is in compliance with all Governmental Requirements applicable to it or its Property and all agreements and other instruments binding upon it or its Property, except where failure to comply could not reasonably be expected to have a Material Adverse Effect, and possesses all licenses, permits, franchises, exemptions, approvals and other governmental authorizations necessary for the ownership of its Property and the conduct of its business, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. (b) Neither the Borrower nor any other Credit Party Subsidiary is in default nor has any Change of Control or similar event or circumstance occurred thatwhich, but for the expiration of any applicable grace period or the giving of notice, or both, would constitute a default under, or would require the Borrower or any other Credit Party Subsidiary to Redeem or make any offer to Redeem under, under any indenture, note, credit agreement or similar instrument pursuant to which any Material Debt Indebtedness is outstanding or by which the Borrower or any other Credit Party Subsidiary or any of their Properties is bound. (c) No Default has occurred and is continuing.

Compliance with the Laws and Agreements; No Defaults. (a) After giving effect to the Confirmation Order and the Plan of Reorganization, each of Parent Guarantor, the Borrower and the Restricted Subsidiaries Each Debtor is in compliance with all Governmental Requirements applicable to it or its Property and all agreements and other instruments binding upon it or its PropertyProperty and, except where failure subject to comply could not reasonably be expected to have any restrictions arising on account of any Debtor’s status as a Material Adverse Effect“debtor” under the Bankruptcy Code, and possesses all licenses, permits, franchises, exemptions, approvals and other governmental authorizations granted by Governmental Authorities necessary for the ownership of its Property and the present conduct of its business, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. (b) Neither Except to the Borrower nor any other Credit Party extent subject to the automatic stay under the Bankruptcy Cases, no Debtor is (i) in default nor has any Change of Control or similar event or circumstance occurred thatwhich, but for the expiration of any applicable grace period or the giving of notice, or both, would constitute a default under, or would require the Borrower or any other Credit Party Debtor to Redeem or make any offer to Redeem under, all or any portion of any Debt outstanding under any indenture, note, credit agreement or similar instrument pursuant to which any Material Debt Indebtedness is outstanding or by which the Borrower or any other Credit Party Debtor or any of their such Debtor’s Properties is boundbound or (ii) in the actual knowledge of a Responsible Officer of such Debtor, in material default under any material contract. (c) No Default has occurred and is continuing.

Compliance with the Laws and Agreements; No Defaults. (a) After giving effect to the Confirmation Order and the Plan Each of Reorganization, each of Parent Guarantor, the Borrower and the each Restricted Subsidiaries Subsidiary is in compliance with all Governmental Requirements applicable to it or its Property and all agreements and other instruments binding upon it or its Property, except where failure to comply could not reasonably be expected to have a Material Adverse Effect, and possesses (or in the case of the Borrower, the General Partner possesses for the benefit and use of the Borrower and such use by the Borrower does not violate the terms thereof) all licenses, permits, franchises, exemptions, approvals and other governmental authorizations necessary for the ownership of its Property and the conduct of its business, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. (b) Neither the Borrower nor any other Credit Party Restricted Subsidiary is in default nor has any Change of Control or similar event or circumstance occurred thatwhich, but for the expiration of any applicable grace period or the giving of notice, or both, would constitute a default under, or would require the Borrower or any other Credit Party a Restricted Subsidiary to Redeem or make any offer to Redeem under, under any indenture, note, credit agreement or similar instrument pursuant to which any Material Debt Indebtedness is outstanding or by which the Borrower or any other Credit Party Restricted Subsidiary or any of their Properties is bound, except as described on Schedule 7.03. (c) No Default has occurred and is continuing.

Compliance with the Laws and Agreements; No Defaults. (a) After giving effect to the Confirmation Order and the Plan of Reorganization, each of The Parent Guarantor, the Borrower Borrowers and the Restricted Subsidiaries each Subsidiary is in compliance with all Governmental Requirements applicable to it or its Property and all agreements and other instruments binding upon it or its Property, except where the failure to comply do so, individually or in the aggregate, could not reasonably be expected to have result in a Material Adverse Effect, and possesses all licenses, permits, franchises, exemptions, approvals and other governmental authorizations necessary for the ownership of its Property and the conduct of its business, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. (b) Neither the Borrower Parent Guarantor, the Borrowers nor any other Credit Party Subsidiary is in default nor has any Change of Control or similar event or circumstance occurred thatwhich, but for the expiration of any applicable grace period or the giving of notice, or both, would constitute a default under, or would require the Borrower Parent Guarantor, the Borrowers or any other Credit Party a Subsidiary to Redeem or make any offer to Redeem under, under any indenture, note, credit agreement or similar instrument pursuant to which any Material Debt Indebtedness is outstanding or by which the Borrower Parent Guarantor, the Borrowers or any other Credit Party Subsidiary or any of their Properties is bound. (c) No Default has occurred and is continuing.

Compliance with the Laws and Agreements; No Defaults. (a) After giving effect to the Confirmation Order and the Plan of Reorganization, each of Parent Guarantor, the Borrower and the Restricted Subsidiaries is in compliance with all Governmental Requirements applicable to it or its Property and all agreements and other instruments binding upon it or its Property, except where failure to comply could not reasonably be expected to have a Material Adverse Effect, and possesses all licenses, permits, franchises, exemptions, approvals and other governmental authorizations necessary for the ownership of its Property and the conduct of its business, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. (b) Neither the Borrower nor any other Credit Party is in default nor has any Change of in Control or similar event or circumstance occurred that, but for the expiration of any applicable grace period or the giving of notice, or both, would constitute a default under, or would require the Borrower or any other Credit Party to Redeem or make any offer to Redeem under, any indenture, note, credit agreement or similar instrument pursuant to which any Material Debt is outstanding or by which the Borrower or any other Credit Party or any of their Properties is bound. (c) No Default has occurred and is continuing.

Compliance with the Laws and Agreements; No Defaults. (a) After giving effect to the Confirmation Order and the Plan of Reorganization, each of Parent Guarantor, the Each Borrower and the each Restricted Subsidiaries Subsidiary is in compliance compliance, and its Properties and business operations are in compliance, with all Governmental Requirements applicable to it or its Property Applicable Law (including ERISA, Environmental Laws, FLSA, OSHA, Anti-Terrorism Laws, and laws regarding collection and payment of Taxes), and all agreements and other instruments binding upon it or its Property, except where failure to comply could not reasonably be expected to have a Material Adverse Effect, and possesses all licenses, permits, franchises, exemptions, approvals and other governmental authorizations necessary for the ownership of its Property and the conduct of its business, except where the failure to do soso (other than failure to comply with Anti-Terrorism Laws), individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. Except for the FCPA Matter, there have been no citations, notices or orders of material noncompliance issued to any Borrower or Subsidiary under any Applicable Law. No Inventory has been produced in violation of the FLSA. (b) Neither None of the Borrower nor Borrowers or any other Credit Party Restricted Subsidiary is in default default, nor has any Change of Control or similar event or circumstance occurred thatwhich, but for the expiration of any applicable grace period or the giving of notice, or both, would constitute a default under, or would require the any Borrower or any other Credit Party a Restricted Subsidiary to Redeem redeem or make any offer to Redeem under, redeem under any material indenture, note, credit agreement or similar instrument pursuant to which any Material Debt is outstanding or by which the any Borrower or any other Credit Party Restricted Subsidiary or any of their Properties is bound. (c) No Default has occurred and is continuing.

Compliance with the Laws and Agreements; No Defaults. (a) After giving effect to To the Confirmation Order and the Plan of ReorganizationLoan Parties’ knowledge, each of Parent Guarantor, the Borrower Loan Parties and the Restricted their Subsidiaries is in compliance with all Governmental Requirements applicable to it or its Property and all agreements and other instruments binding upon it or its Property, except where failure to comply could not reasonably be expected to have a Material Adverse Effect, and possesses all licenses, permits, franchises, exemptions, approvals and other governmental authorizations necessary for the ownership of its Property and the conduct of its business, in each case except where to the extent a Material Adverse Effect could reasonably be expected to result from the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. (b) Neither None of the Borrower nor any other Credit Party Loan Parties or their Subsidiaries is in default nor has any Change of Control or similar event or circumstance occurred thatwhich, but for the expiration of any applicable grace period or the giving of notice, or both, would constitute a default under, or would require the Borrower any Loan Party or any other Credit Subsidiary of a Loan Party to Redeem or make any offer to Redeem under, under any material indenture, note, credit agreement or similar instrument pursuant to which any Material Debt Indebtedness is outstanding or by which the Borrower any Loan Party or any other Credit Subsidiary of a Loan Party or any of their Properties is bound. (c) No Both before and immediately after giving effect to the Transactions, no Default, or Event of Default has shall have occurred and is be continuing. (d) Each Material Contract is in full force and effect, and is valid, binding and enforceable upon any Loan Party party thereto and, to the best knowledge of the Loan Parties upon each of the other parties thereto in accordance with their respective terms. The Borrower and each other Loan Party party thereto is, and, to the knowledge of the Borrower, each other party to a Material Contract is, in compliance in all material respects with such agreements. The Borrower has delivered or made available to the Administrative Agent true, correct and complete copies of each Material Contract (including any amendments, modifications, and supplements thereto) in effect and not previously delivered or made available to the Administrative Agent.

Compliance with the Laws and Agreements; No Defaults. (a) After giving effect to To the Confirmation Order and the Plan of ReorganizationLoan Parties’ knowledge, each of Parent Guarantor, the Borrower Loan Parties and the Restricted their Subsidiaries is in compliance with all Governmental Requirements applicable to it or its Property and all agreements and other instruments binding upon it or its Property, except where failure to comply could not reasonably be expected to have a Material Adverse Effect, and possesses all licenses, permits, franchises, exemptions, approvals and other governmental authorizations necessary for the ownership of its Property and the conduct of its business, in each case except where to the extent a Material Adverse Effect could reasonably be expected to result from the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. (b) Neither None of the Borrower nor any other Credit Party Loan Parties or their Subsidiaries is in default nor has any Change of Control or similar event or circumstance occurred thatwhich, but for the expiration of any applicable grace period or the giving of notice, or both, would constitute a default under, or would require the Borrower any Loan Party or any other Credit Subsidiary of a Loan Party to Redeem or make any offer to Redeem under, under any material indenture, note, credit agreement or similar instrument pursuant to which any Material Debt Indebtedness is outstanding or by which the Borrower any Loan Party or any other Credit Subsidiary of a Loan Party or any of their Properties is bound. (c) No Both before and immediately after giving effect to the Transactions, no Default has or Event of Default shall have occurred and is be continuing. (d) Each Material Contract is in full force and effect, and is valid, binding and enforceable upon any Loan Party party thereto and, to the best knowledge of the Loan Parties upon each of the other parties thereto in accordance with their respective terms. The Borrower and each other Loan Party party thereto is, and, to the knowledge of the Borrower, each other party to a Material Contract is, in compliance in all material respects with such agreements. The Borrower has delivered or made available to the Administrative Agent true, correct and complete copies of each Material Contract (including any amendments, modifications, and supplements thereto) in effect and not previously delivered or made available to the Administrative Agent.

Compliance with the Laws and Agreements; No Defaults. (a) After giving effect to the Confirmation Order and the Plan of Reorganization, each of The Parent Guarantor, the Borrower and the Restricted Subsidiaries each Subsidiary is in compliance with all Governmental Requirements applicable to it or its Property and all agreements and other instruments binding upon it or its Property, except where the failure to comply do so, individually or in the aggregate, could not reasonably be expected to have result in a Material Adverse Effect, and possesses all licenses, permits, franchises, exemptions, approvals and other governmental authorizations necessary for the ownership of its Property and the conduct of its business, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. (b) Neither the Parent Guarantor, the Borrower nor any other Credit Party Subsidiary is in default nor has any Change of Control or similar event or circumstance occurred thatwhich, but for the expiration of any applicable grace period or the giving of notice, or both, would constitute a default under, or would require the Parent Guarantor, the Borrower or any other Credit Party a Subsidiary to Redeem or make any offer to Redeem under, under any indenture, note, credit agreement or similar instrument pursuant to which any Material Debt Indebtedness is outstanding or by which the Parent Guarantor, the Borrower or any other Credit Party Subsidiary or any of their Properties is bound. . (c) No Default has occurred and is continuing.