Due Authorization; No Contravention. The execution and delivery by each Loan Party of this Amendment and the performance by each Loan Party of the terms hereof 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 such Person’s Organization Documents; (b) conflict with or result in any breach or contravention of, or the creation of any Lien (other than any Lien Permitted by Section 7.01 of the Credit Agreement) under, or require any payment to be made under (i) any material contract to which such Person is a party or affecting such Person or the properties of such Person or any of its Subsidiaries or (ii) any order, injunction, writ or decree of any Governmental Authority or any arbitral award to which such Person or its property is subject; or (c) violate any Law.
Due Authorization; No Contravention. The execution, delivery and performance by it of this Agreement have been duly authorized by all necessary action, and do not and will not:
(a) Breach or violate the terms of its certificate of incorporation (or similar constituent document) or bylaws (or similar constituent document);
(b) Breach or violate the terms of any material agreement to which it is party; or
(c) Violate any law or regulation applicable to it, including but not limited to the Communications Act and the rules and regulations promulgated from time to time by the Federal Communications Commission (or any successor agency thereto).
Due Authorization; No Contravention. The execution, delivery and performance by XM Holdings of this Agreement have been duly authorized by all necessary corporate action, and do not and will not (i) breach or violate the terms of the articles of incorporation or bylaws of XM Holdings or the terms of any contract to which XM Holdings is a party or by which it is bound; or (ii) violate any law or regulation applicable to XM Holdings.
Due Authorization; No Contravention. The execution, delivery and performance by the Borrower of its obligations under this Agreement and each other Transaction Document to which it is a party (i) are within the limited liability company powers of the Borrower, (ii) have been duly authorized by all necessary limited liability company action and (iii) do not contravene, or constitute a default under, (x) any provision of applicable law or regulation or of the Organizational Documents of the Borrower or (y) of any agreement, judgment, injunction, order, decree or other instrument binding upon the Borrower, if such contravention or default would be reasonably likely to have a Material Adverse Effect, or (iv) result in the creation or imposition of any Lien on any asset of the Borrower which would be reasonably likely to have a Material Adverse Effect.
Due Authorization; No Contravention. The execution, delivery and performance by the Borrower of this Agreement, are within the corporate powers of the Borrower, have been duly authorized by all necessary corporate action, require no action by or in respect of, or filing with, any Governmental Authority (except such as has been obtained), do not contravene, or constitute a default under, any provision of applicable law or regulation or of the certificate of incorporation or by-laws of the Borrower or of any agreement, judgment, injunction, order, decree or other instrument binding upon the Borrower or any of its Subsidiaries, or result in the creation or imposition of any Lien on any asset of the Borrower or any of its Subsidiaries.
Due Authorization; No Contravention. The execution, delivery and performance by WorldSpace of this Agreement have been duly authorized by all necessary corporate action, other than the approval of the stockholders of WorldSpace contemplated by Section 4.5, and do not and will not:
(a) Breach or violate the terms of the charter or bylaws of WorldSpace or the terms of any contract to which WorldSpace is a party or by which it is bound; or
(b) Violate any law or regulation applicable to WorldSpace.
Due Authorization; No Contravention. The execution, delivery and performance by AMSC of this Agreement have been duly authorized by all necessary corporate action, other than the approval of the AMSC stockholders contemplated by Section 2.2(c), and do not and will not:
(a) Breach or violate the terms of the Certificate of Incorporation or bylaws of AMSC or the terms of any contract to which AMSC is a party or by which it is bound; or
(b) Violate any law or regulation applicable to AMSC, including but not limited to the rules and regulations promulgated from time to time by the FCC.
Due Authorization; No Contravention. The execution, delivery and performance by such Person of this Agreement 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 such Person’s Organization Documents; (b) conflict with or result in any breach or contravention of, or the creation of any Lien under, or require any payment to be made under (i) any material contract to which such Person is a party or affecting such Person or the properties of such Person or any of its Subsidiaries or (ii) any order, injunction, writ or decree of any Governmental Authority or any arbitral award to which such Person or its property is subject; or (c) violate any Law.
Due Authorization; No Contravention. To the extent such Party is an entity, the execution, delivery and performance by it of this Agreement have been duly authorized by all necessary action, and do not and will not:
(a) Breach or violate the terms of its certificate of incorporation (or similar constituent document) or bylaws (or similar constituent document);
(b) Breach or violate the terms of any material agreement to which it is party; or
(c) Violate any law or regulation applicable to it, including but not limited to the Communications Act and the rules and regulations promulgated from time to time by the FCC. To the extent such Party is an individual, the execution, delivery and performance by him of this Agreement does not and will not breach or violate the terms of any material agreement to which he is a party or violate any law or regulation applicable to him.
Due Authorization; No Contravention. The execution, delivery and performance of the Credit Documents have by each Credit Party of each Credit Document to which it is party has been duly authorized by all necessary action on the part of each Credit Party that is a party thereto.
