Common use of Corporate Power and Authority; No Conflicts Clause in Contracts

Corporate Power and Authority; No Conflicts. The execution, delivery and performance by Borrower and each Guarantor of the Loan Documents to which it is a party have been duly authorized by all necessary corporate action and do not and will not: (a) require any consent or approval of its stockholders which has not been obtained; (b) contravene its certificate of incorporation or by-laws; (c) violate any provision of, or require any filing (other than the filing of the financing statements contemplated by the Security Documents), registration, consent or approval under any Law (including, without limitation, Regulations T, U and X of the Board of Governors), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to Borrower or any Guarantor; (d) result in a breach of or constitute a default under or require any consent under any indenture or loan or credit agreement or any other agreement, lease or instrument to which Borrower or any Guarantor is a party or by which it or its properties may be bound or affected; (e) result in, or require, the creation or imposition of any Lien (other than as created under the Security Documents), upon or with respect to any of the properties now owned or hereafter acquired by Borrower or any Guarantor; or (f) cause such corporation to be in default under any such Law, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument.

Corporate Power and Authority; No Conflicts. The execution, delivery and performance by each of Borrower and each Guarantor of the Guarantors of the Loan Documents to which it is a party have been duly authorized by all necessary corporate action and do not and will not: not (a) require any consent or approval of its stockholders which that has not been obtained; , (b) contravene its certificate of incorporation charter or by-laws; , (c) violate any provision of, or require any filing (other than the filing of the financing statements filings contemplated hereby and/or by the Security other Loan Documents), registration, consent or approval under under, any Law law, rule, regulation (including, without limitation, Regulations the provisions of Regulation G, T, U and or X of the Board of GovernorsGovernors of the Federal Reserve System as in effect from time to time), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to Borrower or any such Guarantor; , (d) result in a breach of or constitute a default under or require any consent under any indenture or loan or credit agreement or any other agreement, lease or instrument to which Borrower or any such Guarantor is a party or by which it or any of its properties may be bound or affected; , (e) result in, or require, the creation or imposition of any Lien (other than as created under the Security Documents)Lien, upon or with respect to any of the properties now owned or hereafter acquired by Borrower or any Guarantor; such Guarantor other than Liens created by this Agreement and/or the other Loan Documents, or (f) cause Borrower or such corporation Guarantor to be in default under any such Lawrule, regulation, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument.

Corporate Power and Authority; No Conflicts. The execution, delivery and performance by Borrower and each Guarantor of the Loan Obligors of the Amended Facility Documents to which it is a party party, the borrowings under the Amended Credit Agreement and the issuance of the Letters of Credit have been duly authorized by all necessary corporate action and do not and will not: (a) require any consent or approval of its stockholders which has not been obtainedstockholders; (b) contravene its certificate of incorporation charter or by-laws; (c) violate any provision of, or require any filing (other than the filing of the financing statements contemplated by the Security Documents)filing, registration, consent or approval under under, any Law law, rule, regulation (including, without limitation, Regulations T, U and X of the Board of Governorsany exchange control law or regulation), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to Borrower or any GuarantorConsolidated Entity; (d) result in a breach of or constitute a default under or require any consent under any indenture or loan or credit agreement or any other agreement, lease or instrument to which Borrower or any Guarantor Consolidated Entity is a party or by which it or its properties Properties may be bound or affected; (e) result in, or require, the creation or imposition of any Lien (other than as created under the Security Documents)Lien, upon or with respect to any of the properties Properties now owned or hereafter acquired by Borrower or any GuarantorConsolidated Entity; or (f) cause such corporation any Consolidated Entity to be in default under any such Lawlaw, rule, regulation, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument.

Corporate Power and Authority; No Conflicts. The execution, delivery and performance by each of Borrower and each Guarantor of the Guarantors of the Loan Documents to which it is a party have been duly authorized by all necessary corporate action and do not and will not: not (a) require any consent or approval of its stockholders which or any other Person that has not been obtained; , (b) contravene its certificate of incorporation charter or by-laws; , (c) violate any provision of, or require any filing (other than the filing of the financing statements filings contemplated hereby and/or by the Security other Loan Documents), registration, consent or approval under under, any Law law, rule, regulation (including, without limitation, Regulations the provisions of Regulation T, U and or X of the Board of GovernorsGovernors of the Federal Reserve System as in effect from time to time), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to Borrower or any such Guarantor; , (d) result in a breach of or constitute a default under or require any consent under any indenture or loan or credit agreement or any other agreement, lease or instrument to which Borrower or any such Guarantor is a party or by which it or any of its properties may be bound or affected; , (e) result in, or require, the creation or imposition of any Lien (other than as created under the Security Documents)Lien, upon or with respect to any of the properties now owned or hereafter acquired by Borrower or any Guarantor; such Guarantor other than Liens created by this Agreement and/or the other Loan Documents, or (f) cause Borrower or such corporation Guarantor to be in default under any such Lawrule, regulation, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument.

Corporate Power and Authority; No Conflicts. The execution, delivery and performance by the Borrower and each Guarantor of the Loan Documents to which it is a party have been duly authorized by all necessary corporate action and do not and will not: (a1) require any consent or approval of its stockholders which has not been obtained; (b2) contravene its certificate of incorporation or by-laws; (c3) violate any provision of, or require any filing (other than the filing of the financing statements contemplated by the Security Documents), registration, consent or approval under any Law (including, without limitation, Regulations T, U and X of the Board of Governors), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to the Borrower or any Guarantor; (d4) result in a breach of or constitute a default under or require any consent under any indenture or loan or credit agreement or any other agreement, lease or instrument to which the Borrower or any Guarantor is a party or by which it or its properties may be bound or affected; (e5) result in, or require, the creation or imposition of any Lien (other than as created under the Security Documents), upon or with respect to any of the properties now owned or hereafter acquired by the Borrower or any Guarantor; or (f6) cause such corporation to be in default under any such Law, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument.

Corporate Power and Authority; No Conflicts. The execution, delivery and performance by Borrower each of the Borrowers and each Guarantor of the Loan Facility Documents to which it is a party are within its corporate, limited liability company or other power and authority and have been duly authorized by all necessary corporate corporate, limited liability company or other action and do not and will not: (a) require any consent or approval of its stockholders which has not been obtainedor members; (b) contravene any of its certificate of incorporation or by-lawsorganizational documents; (c) violate any provision of, or require any filing (other than the filing of the financing statements contemplated by the Security Documents)filing, registration, consent or approval under under, any Law law, rule, regulation (including, without limitation, Regulations T, U and X of the Board of GovernorsRegulation U), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to Borrower the Parent or any GuarantorSubsidiaries or Affiliates of the Parent; (d) result in a breach of or constitute a default under or require any consent under any indenture or loan or credit agreement or any other agreement, lease or instrument to which any Borrower or any Guarantor is a party or by which it or its properties may be bound or affected; (e) result in, or require, the creation or imposition of any Lien (other than as created under the Security Documents), upon or with respect to any of the properties now owned or hereafter acquired by any Borrower or any Guarantor; or (f) cause such corporation the Parent (or any Subsidiary or Affiliate of the Parent, as the case may be) to be in default under any such Lawlaw, rule, regulation, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument.

Corporate Power and Authority; No Conflicts. The execution, delivery and performance by Borrower and each Guarantor of the Loan Documents to which it is a party have been duly authorized by all necessary corporate action and do not and will not: (a) require any consent or approval of its stockholders which has not been obtained; (b) contravene its certificate of incorporation or by-laws; (c) violate any provision of, or require any filing (other than the filing of the financing statements contemplated by the Security Documents), registration, consent or approval under any Law (including, without limitation, Regulations T, U and X of the Board of Governors), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to Borrower or any Guarantor; (d) result d)-result in a breach of or constitute a default under or require any consent under any indenture or loan or credit agreement or any other agreement, lease or instrument to which Borrower or any Guarantor is a party or by which it or its properties may be bound or affected; (e) result in, or require, the creation or imposition of any Lien (other than as created under the Security Documents), upon or with respect to any of the properties now owned or hereafter acquired by Borrower or any Guarantor; or (f) cause such corporation to be in default under any such Law, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument.

Corporate Power and Authority; No Conflicts. The execution, delivery and performance by the Borrower and each Guarantor of the Loan Facility Documents to which it is a party have been duly authorized by all necessary corporate action and do not and will not: (a) require any consent or approval of its stockholders which has not been obtainedstockholders; (b) contravene its certificate of incorporation charter or by-laws; (c) violate any provision of, or require any filing (other than the filing of the financing statements contemplated by the Security DocumentsAgreement and the Pledge Agreement), registration, consent or approval under under, any Law law, rule, regulation (including, without limitation, Regulations T, U and X of the Board of GovernorsRegulation U), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to the Borrower or any Guarantorof its Subsidiaries or Affiliates; (d) result in a breach of or constitute a default under or require any consent under any material indenture or loan or credit agreement or any other material agreement, lease or instrument to which the Borrower or any Guarantor is a party or by which it or its properties may be bound or affected; (e) result in, or require, the creation or imposition of any Lien (other than as created under the Security DocumentsAgreement and the Pledge Agreement), upon or with respect to any of the properties now owned or hereafter acquired by Borrower or any Guarantorthe Borrower; or (f) cause such corporation to be in default under any such Law, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument.or

Corporate Power and Authority; No Conflicts. The execution, delivery and performance by Borrower and each Guarantor of the Loan Borrowers of the Facility Documents to which it is a party have been duly authorized by all necessary corporate action and do not and will not: (a) require any consent or approval of its stockholders which has not been obtainedstockholders; (b) contravene its certificate of incorporation charter or by-laws; (c) violate any provision of, or require any filing (other than the filing of the financing statements contemplated by the Security DocumentsAgreement), registration, consent or approval under under, any Law law, rule, regulation (including, without limitation, Regulations T, U and X of the Board of GovernorsRegulation U), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to Borrower the Borrowers or any Guarantorof their respective Subsidiaries or Affiliates; (d) result in a breach of or constitute a default under or require any consent under any indenture or loan or credit agreement or any other agreement, lease or instrument to which any Borrower or any Guarantor is a party or by which it or its properties may be bound or affected; (e) result in, or require, the creation or imposition of any Lien (other than as created under the Security DocumentsAgreement and the Collateral Assignment of Leases), upon or with respect to any of the properties now owned or hereafter acquired by Borrower or any GuarantorBorrower; or (f) cause such corporation to be in default under any such Law, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument.or