Common use of Corporate Authorization; No Contravention Clause in Contracts

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Parties of this Agreement, and by each of the Loan Parties and each of their respective Subsidiaries of any other Loan Document and Related Agreement to which such Person is party, have been duly authorized by all necessary action, and do not and will not: (a) contravene the terms of any of that Person’s Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or (c) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Credit Parties of this Agreement, Agreement and by each of the Loan Parties and each of their respective Subsidiaries Credit Party of any other Loan Document and Related Agreement to which such Person is party, have been duly authorized by all necessary action, and do not and will not: not (a) contravene the terms of any of that Person’s Organization Documents; ; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien (other than Liens in favor of Agent created under the Loan Documents) under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or , or (c) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Credit Parties of this Agreement, and by each of the Loan Parties Credit Party and each of their respective Restricted Subsidiaries of any other Loan Document and Related Agreement to which such Person is party, have been duly authorized by all necessary action, and do not and will not: (ai) contravene the terms of any of that Person’s Organization Documents; (bii) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or (ciii) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Credit Parties of this Agreement, Agreement and by each of the Loan Parties Credit Party and each of their respective Subsidiaries of any other Loan Document and Related Agreement to which such Person is party, have been duly authorized by all necessary action, and do not and will not: (a) contravene the terms of any of that Person’s Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien (other than Permitted Liens) under, any document evidencing any material Contractual Obligation to which such Person is a party or any material order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or (c) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Credit Parties of this Agreement, and by each of the Loan Parties Credit Party and each of their respective Subsidiaries of any other Loan Document and Related Agreement to which such Person is party, have been duly authorized by all necessary action, and do not and will not: (ai) contravene the terms of any of that Person’s Organization Documents; (bii) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or (ciii) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Credit Parties of this Agreement, Agreement and by each of the Loan Parties Credit Party and each of their respective Subsidiaries of any other Loan Document and Related Agreement to which such Person is party, have been duly authorized by all necessary action, and do not and will not: (a) contravene the terms of any of that Person’s Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or (c) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Credit Parties of this Agreement, Agreement and by each of the Loan Parties Credit Party and each of their its respective Subsidiaries of any other Loan Document and Related Agreement to which such Person is party, have been duly authorized by all necessary action, and do not and will not: (a) contravene the terms of any of that Person’s Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien (other than Liens created under the Loan Documents) under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or (c) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Parties Company and the Parent and its Subsidiaries of this Agreement, and by each of the Loan Parties Agreement and each of their respective Subsidiaries of any other Loan Credit Document and Related Agreement to which such Person is party, a party have been duly authorized by all necessary corporate action, and do not and will not: (a) contravene the terms of any of that such Person’s 's Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation to which such Person is a party which conflict or breach would reasonably be likely to have a Material Adverse Effect, or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property property is subject; or (c) violate any material Requirement of Law in any material respectLaw.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Credit Parties of this Agreement, and by each of the Loan Parties Credit Party and each of their respective Subsidiaries of any other Loan Document and Related Agreement SCP Loan Document to which such Person is party, have been duly authorized by all necessary action, and do not and will not: (a) contravene the terms of any of that Person’s Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or (c) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The execution, delivery and performance by each Credit Party of the Loan Parties of this Agreement, and by each of the Loan Parties and each of their respective Subsidiaries of any other Loan Document Note Purchase Documents and Related Agreement Agreements to which such Person it is party, a party have been duly authorized by all necessary corporate or other organizational action, and do not and will not: : (a) contravene the terms of any of that Person’s Organization Documents; ; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien (other than Liens granted under the Related Agreements and approved by the DIP Order) under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subjectsubject (other than breaches resulting from the filing of the Chapter 11 Cases); or or (c) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Credit Parties of this Agreement, and by each of the Loan Parties Credit Party and each of their respective its Restricted Subsidiaries of any other Loan Document and Related Agreement Other Debt Document to which such Person is party, have been duly authorized by all necessary action, and do not and will not: (a) contravene the terms of any of that Person’s Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or (c) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The execution, delivery and ----------------------------------------- performance by each of the Loan Parties Company, the Parent and the Subsidiaries of this Agreement, and by each of the Loan Parties and each of their respective Subsidiaries of Agreement and/or any other Loan Document and Related Agreement or Transaction Document to which such Person is party, have been duly authorized by all necessary corporate action, and do not and will not: (a) contravene the terms of any of that Person’s 's Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien (other than Permitted Liens) under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property property is subject; or (c) violate any material Requirement of Law in any material respectLaw.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Credit Parties of this Agreement, Agreement and by each of the Loan Parties Credit Party and each of their respective Subsidiaries of any other Loan Document and Related Agreement to which such Person is partyDocument, have been duly authorized by all necessary action, and do not and will not: (a) contravene the terms of any of that Person’s 's Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien (other than Permitted Liens) under, any document evidencing any material Contractual Obligation to which such Person is a party or any material order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or (c) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The Subject to the entry of the Orders, the execution, delivery and performance by each of the Loan Credit Parties of this Agreement, and by each of the Loan Parties Credit Party and each of their respective Subsidiaries of any other Loan Document and Related Agreement to which such Person is party, have been duly authorized by all necessary action, and do not and will not: (ai) contravene the terms of any of that Person’s Organization Documents; (bii) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject, in any case in which the consequences of such breach or violation is not stayed by the filing of the Chapter 11 Cases; or (ciii) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Credit Parties of this Agreement, Agreement and by each of the Loan Parties Credit Party and each of their respective Subsidiaries Subsidiary thereof of any other Loan Document and Related Agreement to which such Person Credit Party or Subsidiary is party, party have been duly authorized by all necessary action, and do not and will not: (a) contravene the terms of any of that Person’s Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien (other than the obligation to create Liens on the Collateral pursuant to the First Lien Indebtedness Documents) under, any document evidencing any material Contractual Obligation to which such Person is a party or any material order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or (c) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Credit Parties of this Agreement, Agreement and by each of the Loan Parties and each of their respective Subsidiaries Credit Party of any other Loan Document and Related Agreement to which such Person is party, have been duly authorized by all necessary action, and do not and will not: not (a) contravene the terms of any of that Person’s Organization Documents; ; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien (other than Liens in favor of Agent created under the Loan Documents) under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or (c) violate any material Requirement of Law in any material respect; or (d) materially adversely affect any Permit.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Parties Borrower of this Agreement, Agreement and by the Borrower and the Parent Guarantor of each of the Loan Parties and each of their respective Subsidiaries of any other Loan Credit Document and Related Agreement to which such Person it is a party, have been duly authorized by all necessary limited liability company, corporate, or other such necessary action, and do not and will not: (a) contravene the terms of any of that Person’s Organization its Organizational Documents; (b) conflict with or result in any material breach or contravention of, or cause a default or event of default under, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation to which such Person it is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person it or its Property property is subject; or (c) violate any material Requirement of Law in (including without limitation any material respectrules or regulations promulgated by the FERC).

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Parties Applicants of this Agreement, and by each of the Loan Parties and each of their respective Subsidiaries Applicant of any other Loan Credit Document and Related Agreement to which such Person is party, are within such Applicant’s corporate and similar powers and, at the time of execution thereof, have been duly authorized by all necessary action, and do not and will not: (a) contravene the terms of any of that Person’s Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or (c) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Parties Party of this Agreement, Agreement and by each of the Loan Parties Party and each of their its respective Subsidiaries of any other Loan Document and Related Agreement to which such Person is party, have been duly authorized by all necessary action, and do not and will not: (a) contravene the terms of any of that Person’s Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, or require any consent or approval that has not been obtained under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or; (c) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the such Loan Parties Party of this Agreement, and by each of the Loan Parties Agreement and each of their respective Subsidiaries of any other Loan Document and Related Agreement or Transaction Document to which such Person Loan Party is party, have been duly authorized by all necessary corporate action, and do not and will not: (a) contravene the terms of any of that Person’s such Loan Party's Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation to which such Person Loan Party or any of its Subsidiaries is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property property is subject; or (c) violate any material Requirement of Law in any material respectLaw.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Credit Parties of this Agreement, and by each of the Loan Parties Credit Party and each of their respective Subsidiaries of any other Loan Document and Related Agreement ABL Loan Document to which such Person is party, have been duly authorized by all necessary action, and do not and will not: (a) contravene the terms of any of that Person’s Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or (c) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Credit Parties of this Agreement, Agreement and by each of the Loan Parties and each of their respective Subsidiaries Credit Party of any other Loan Document and Related Agreement to which such Person is party, have been duly authorized by all necessary action, and do not and will not: not (a) contravene the terms of any of that Person’s Organization Documents; ; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien (other than Liens in favor of Agent created under the Loan Documents) under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or or (c) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The execution, delivery ----------------------------------------- and performance by each of the Loan Parties a Credit Party and its Subsidiaries of this Agreement, and by each of the Loan Parties and each of their respective Subsidiaries of any other Loan Document and Related each other Transaction Agreement to which such Person is party, have been duly authorized by all necessary corporate action, and do not and will not: (a) contravene the terms of any of that such Person’s 's Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property property is subject; or (c) violate any material Requirement of Law in any material respectLaw.

Corporate Authorization; No Contravention. The execution, delivery and performance by theeach Borrower of each of the Loan Parties of this Agreement, and by each of the Loan Parties and each of their respective Subsidiaries of any other Loan Document and Related Agreement to which such Person it is party, a party have been duly authorized by all necessary actioncorporate, company, partnership or other similar organizational action (as the case may be), and do not and will not: (a) contravene the terms of any of that Personxxxxxxx Xxxxxxxx’s Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation to which such Person thesuch Borrower or any of its Subsidiaries is a party party, or any order, injunction, writ or decree of any Governmental Authority to which such Person thesuch Borrower or any of its Property Subsidiaries or any of its or their property is subject; or (c) violate any material Requirement of Law in any material respectLaw.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Parties Borrower of this Agreement, and by each of the Loan Parties Agreement and each of their respective Subsidiaries of any other Loan Document and Related Agreement to which such Person Borrower is party, have been duly authorized by all necessary corporate action, and do not and will not: (a) contravene the terms of any of that Person’s such Borrower's or its Subsidiaries' Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation Obligation, including, without limitation, the Note Agreement, to which such Person Borrower or any of its Subsidiaries is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person Borrower or its Property Subsidiaries or their property is subject; or (c) violate any material Requirement of Law in any material respectLaw.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Parties Borrower and its Subsidiaries of this Agreement, and by each of the Loan Parties Agreement and each of their respective Subsidiaries of any other Loan Document and Related Agreement to which such Person the Borrower and its Subsidiaries is party, and the consummation of the Reorganization, have been duly authorized by all necessary corporate action, and do not and will not: (a) contravene the terms of any of that Person’s 's Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property property is subject; or (c) violate any material Requirement of Law in any material respectLaw.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Credit Parties of this Agreement, Agreement and by each of the Loan Parties Credit Party and each of their respective Subsidiaries of any other Loan Document and Related Agreement to which such Person is partyDocument, have been duly authorized by all necessary action, and do not and will not: (a) contravene the terms of any of that Person’s Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien (other than Permitted Liens) under, any document evidencing any material Contractual Obligation to which such Person is a party or any material order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or (c) violate any material Requirement of Law in any material respect.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Parties Party of this Agreement, and by each of the Loan Parties Agreement and each of their respective Subsidiaries of any other Loan Document and Related Agreement to which such Person is a party, have been duly authorized by all necessary corporate, partnership or limited liability company action, as applicable, and do not and will not: : (a) contravene the terms of any of that Person’s Organization Documents; ; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation (other than the Obligations arising under any Loan Document) to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property property is subjectsubject or give rise to a right thereunder to require any payment to be made by any Loan Party; or or (c) violate any material Requirement of Law in any material respectLaw.

Corporate Authorization; No Contravention. The execution, delivery and performance by each of the Loan Parties of this Agreement, and by each of the Loan Parties and each of their respective Subsidiaries of any other othereach Loan Document and Related Agreement to which such Person is party, have been duly authorized by all necessary action, and do not and will not: (a) contravene the terms of any of that Person’s Organization Documents; (b) conflict with or result in any material breach or contravention of, or result in the creation of any Lien under, any document evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; or (c) violate any material Requirement of Law in any material respect.