Common use of Due Authorization; No Violation Clause in Contracts

Due Authorization; No Violation. The execution and delivery by Lessee of this Agreement, the Restructuring Letter Agreement and the Tax Indemnity Agreement Amendment and the performance by Lessee of this Agreement, the Restructuring Letter Agreement, the Lease and the Tax Indemnity Agreement have been duly authorized by all necessary action and did not, do not and will not violate or conflict with any provision of the certificate of incorporation or by-laws of Lessee or any law or any regulation, order, writ, injunction or decree of any Governmental Entity applicable to Lessee or by which it or any of its properties is bound, or result in a breach of any of the terms, conditions or provisions of, or constitute a default under, or require any consent or approval of any creditor of Lessee pursuant to, or result in the creation or imposition of any Lien upon the Aircraft (other than as permitted under the Lease) or any of the assets of Lessee pursuant to the terms of, any mortgage, indenture, agreement or instrument to which Lessee is a party or by which it or any of its properties is bound, in each case, which violation, conflict, breach, default or Lien (other than any Lien upon the Aircraft) would cause, or be reasonably expected to cause, a Material Adverse Change with respect to Lessee.

Appears in 2 contracts

Samples: Amendment Agreement (Atlas Air Worldwide Holdings Inc), Amendment Agreement (Atlas Air Worldwide Holdings Inc)

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Due Authorization; No Violation. The execution and delivery by Lessee Lessor of this Agreement, the Restructuring Letter Agreement and the Tax Indemnity Agreement Amendment and the performance by Lessee Lessor of this Agreement, the Restructuring Letter Agreement, the Lease and the Tax Indemnity Agreement have been duly authorized by all necessary action and did not, do not and will not violate or conflict with any provision of the certificate of incorporation or by-laws of Lessee Lessor or any law or any regulation, order, writ, injunction or decree of any Governmental Entity applicable to Lessee Lessor or by which it or any of its properties is bound, or result in a breach of any of the terms, conditions or provisions of, or constitute a default under, or require any consent or approval of any creditor of Lessee Lessor pursuant to, or result in the creation or imposition of any Lien upon the Aircraft (other than as permitted under the Lease) or any of the other assets of Lessee Lessor pursuant to the terms of, any mortgage, indenture, agreement or instrument to which Lessee Lessor is a party or by which it or any of its properties is bound, in each case, which violation, conflict, breach, default or Lien (other than any Lien upon the Aircraft) would cause, or would reasonably be reasonably expected to cause, a Material Adverse Change with respect to LesseeLessor.

Appears in 1 contract

Samples: Amendment Agreement (Atlas Air Worldwide Holdings Inc)

Due Authorization; No Violation. The execution and delivery by Lessee Lessor of this Agreement and the Restructuring Letter Agreement and the performance by Lessor of this Agreement, the Restructuring Letter Agreement and the Tax Indemnity Agreement Amendment and the performance by Lessee of this Agreement, the Restructuring Letter Agreement, the Lease and the Tax Indemnity Agreement have been duly authorized by all necessary action and did not, do not and will not violate or conflict with any provision of the certificate of incorporation or by-laws of Lessee Lessor or any law or any regulation, order, writ, injunction or decree of any Governmental Entity applicable to Lessee Lessor or by which it or any of its properties is bound, or result in a breach of any of the terms, conditions or provisions of, or constitute a default under, or require any consent or approval of any creditor of Lessee Lessor pursuant to, or result in the creation or imposition of any Lien upon the Aircraft (other than as permitted under the Lease) or any of the other assets of Lessee Lessor pursuant to the terms of, any mortgage, indenture, agreement or instrument to which Lessee Lessor is a party or by which it or any of its properties is bound, in each case, which violation, conflict, breach, default or Lien (other than any Lien upon the Aircraft) would cause, or would reasonably be reasonably expected to cause, a Material Adverse Change with respect to LesseeLessor.

Appears in 1 contract

Samples: Aircraft Lease Amendment (Atlas Air Worldwide Holdings Inc)

Due Authorization; No Violation. The execution and delivery by Lessee Sublessee of this Agreement, the Restructuring Letter Agreement and the Tax Indemnity Indemnification Agreement Amendment and the performance by Lessee Sublessee of this Agreement, the Restructuring Letter Agreement, the Lease Sublease and the Tax Indemnity Indemnification Agreement have been duly authorized by all necessary action and did not, do not and will not violate or conflict with any provision of the certificate of incorporation or by-laws of Lessee Sublessee or any law or any regulation, order, writ, injunction or decree of any Governmental Entity applicable to Lessee Sublessee or by which it or any of its properties is bound, or result in a breach of any of the terms, conditions or provisions of, or constitute a default under, or require any consent or approval of any creditor of Lessee Sublessee pursuant to, or result in the creation or imposition of any Lien upon the Aircraft (other than as permitted under the LeaseSublease) or any of the assets of Lessee Sublessee pursuant to the terms of, any mortgage, indenture, agreement or instrument to which Lessee Sublessee is a party or by which it or any of its properties is bound, in each case, which violation, conflict, breach, default or Lien (other than any Lien upon the Aircraft) would cause, or be reasonably expected to cause, a Material Adverse Change with respect to LesseeSublessee.

Appears in 1 contract

Samples: Amendment Agreement (Atlas Air Worldwide Holdings Inc)

Due Authorization; No Violation. The execution and delivery by Lessee Sublessor of this Agreement, the Restructuring Letter Agreement and the Tax Indemnity Indemnification Agreement Amendment and the performance by Lessee Sublessor of this Agreement, the Restructuring Letter Agreement, the Lease Sublease and the Tax Indemnity Indemnification Agreement have been duly authorized by all necessary action and did not, do not and will not violate or conflict with any provision of the certificate of incorporation or by-laws of Lessee Sublessor or any law or any regulation, order, writ, injunction or decree of any Governmental Entity applicable to Lessee Sublessor or by which it or any of its properties is bound, or result in a breach of any of the terms, conditions or provisions of, or constitute a default under, or require any consent or approval of any creditor of Lessee Sublessor pursuant to, or result in the creation or imposition of any Lien upon the Aircraft (other than as permitted under the LeaseSublease) or any of the assets of Lessee Sublessor pursuant to the terms of, any mortgage, indenture, agreement or instrument to which Lessee Sublessor is a party or by which it or any of its properties is bound, in each case, which violation, conflict, breach, default or Lien (other than any Lien upon the Aircraft) would cause, or would reasonably be reasonably expected to cause, a Material Adverse Change with respect to LesseeSublessor.

Appears in 1 contract

Samples: Amendment Agreement (Atlas Air Worldwide Holdings Inc)

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Due Authorization; No Violation. The execution and delivery by Lessee Lessor of this Agreement, the Restructuring Letter Agreement and the Tax Indemnity Agreement Amendment and the performance by Lessee Lessor of this Agreement, the Restructuring Letter Agreement, the Lease and the Tax Indemnity Agreement have been duly authorized by all necessary action and did not, do not and will not violate or conflict with any provision of the certificate of incorporation or by-laws of Lessee Lessor or any law or any regulation, order, writ, injunction or decree of any Governmental Entity applicable to Lessee Lessor or by which it or any of its properties is bound, or result in a breach of any of the terms, conditions or provisions of, or constitute a default under, or of require any consent or approval of any creditor of Lessee Lessor pursuant to, or result in the creation or imposition of any Lien upon the Aircraft (other than as permitted under the Lease) or any of the other assets of Lessee Lessor pursuant to the terms of, any mortgage, indenture, agreement or instrument to which Lessee Lessor is a party or by which it or any of its properties is bound, in each case, which violation, conflict, breach, default or Lien (other than any Lien upon the Aircraft) would cause, or would reasonably be reasonably expected to cause, a Material Adverse Change with respect to LesseeLessor.

Appears in 1 contract

Samples: Amendment Agreement (Atlas Air Worldwide Holdings Inc)

Due Authorization; No Violation. The execution and delivery by Lessee of this Agreement and the Restructuring Letter Agreement and the performance by Lessee of this Agreement, the Restructuring Letter Agreement and the Tax Indemnity Agreement Amendment and the performance by Lessee of this Agreement, the Restructuring Letter Agreement, the Lease and the Tax Indemnity Agreement have been duly authorized by all necessary action and did not, do not and will not violate or conflict with any provision of the certificate of incorporation or by-laws of Lessee or any law or any regulation, order, writ, injunction or decree of any Governmental Entity applicable to Lessee or by which it or any of its properties is bound, or result in a breach of any of the terms, conditions or provisions of, or constitute a default under, or require any consent or approval of any creditor of Lessee pursuant to, or result in the creation or imposition of any Lien upon the Aircraft (other than as permitted under the Lease) or any of the assets of Lessee pursuant to the terms of, any mortgage, indenture, agreement or instrument to which Lessee is a party or by which it or any of its properties is bound, in each case, which violation, conflict, breach, default or Lien (other than any Lien upon the Aircraft) would cause, or be reasonably expected to cause, a Material Adverse Change with respect to Lessee.

Appears in 1 contract

Samples: Aircraft Lease Amendment (Atlas Air Worldwide Holdings Inc)

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