Due Authorization, Non-Contravention, etc. The execution, delivery and performance by Borrower of this Agreement and by each Loan Party of each other Loan Document to which it is a party, the borrowing of the Loans, the use of the proceeds thereof and the issuance of the Letters of Credit hereunder are within each Loan Party’s corporate, limited liability company, partnership or comparable powers, as the case may be, have been duly authorized by all necessary corporate, partnership or comparable and, if required, equityholder action, as the case may be, and do not (a) contravene the Organic Documents or any resolutions of the Board of Directors (or committee thereof), shareholders, members or partners of Parent or any of its Subsidiaries; (b) contravene any material Requirement of Law binding on or affecting Parent or any of its Subsidiaries; (c) violate or result in a default or event of default or an acceleration of any rights or benefits under any material indenture, agreement or other instrument binding upon Parent or any of its Subsidiaries; or (d) result in, or require the creation or imposition of, any Lien on any assets of Parent or any of its Subsidiaries, other than Liens pursuant to the Security Documents.
Appears in 4 contracts
Samples: Credit Agreement (Rural/Metro Corp /De/), Credit Agreement (Rural Metro Corp /De/), Credit Agreement (Rural/Metro Corp /De/)
Due Authorization, Non-Contravention, etc. The execution, delivery and performance by Borrower each Loan Party of this Agreement and by each Loan Party of each other Loan Document to which it is a party, the borrowing of the Loans, the use of the proceeds thereof and the issuance of the Letters of Credit hereunder are within each Loan Party’s corporate, limited liability company, partnership or comparable powers, as the case may be, have been duly authorized by all necessary corporate, partnership or comparable and, if required, equityholder stockholder action, as the case may be, and do not
(a) contravene the Organic Organizational Documents or of any resolutions of the Board of Directors (or committee thereof), shareholders, members or partners of Parent Loan Party or any of its respective Subsidiaries;
(b) contravene any material Requirement of Law law, statute, rule or regulation binding on or affecting Parent any Loan Party or any of its respective Subsidiaries;
(c) violate or result in a default or event of default or an acceleration of any rights or benefits under any material indenture, agreement or other instrument binding upon Parent any Loan Party or any of its respective Subsidiaries; or
(d) result in, or require the creation or imposition of, any Lien on any assets of Parent any Loan Party or any of its respective Subsidiaries, other than except Liens pursuant created under the Loan Documents, except, in the cases of clauses (b), (c) and (d) only, as could not, individually or in the aggregate, reasonably be expected to the Security Documentshave a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Spirit AeroSystems Holdings, Inc.), Credit Agreement (Spirit AeroSystems Holdings, Inc.), Credit Agreement (Spirit AeroSystems Holdings, Inc.)
Due Authorization, Non-Contravention, etc. The execution, delivery and performance by Borrower each Loan Party of this Agreement and by each Loan Party of each other Loan Document to which it is a party, the borrowing of the Loans, the use of the proceeds thereof and the issuance of the Letters of Credit hereunder are within each Loan Party’s corporate, limited liability company, partnership or comparable powers, as the case may be, have been duly authorized by all necessary corporate, partnership or comparable and, if required, equityholder stockholder action, as the case may be, and do not
(a) contravene the Organic Documents or any resolutions of the Board of Directors (or committee thereof), shareholders, members or partners of Parent Borrower or any of its Subsidiaries;
(b) contravene any material Requirement of Law law or governmental regulation or court decree or order binding on or affecting Parent the Borrower or any of its Subsidiaries;
(c) violate or result in a default or event of default or an acceleration of any rights or benefits under any material indenture, agreement or other instrument binding upon Parent the Borrower or any of its Subsidiaries; or
(d) result in, or require the creation or imposition of, any Lien on any assets of Parent the Borrower or any of its SubsidiariesSubsidiaries that would have or could reasonably be expected to have a Material Adverse Effect, other than except Liens pursuant to created under the Security Loan Documents.
Appears in 3 contracts
Samples: Credit Agreement (Constar International Inc), Credit Agreement (Constar Inc), Credit Agreement (Constar International Inc)
Due Authorization, Non-Contravention, etc. The execution, delivery and performance by Borrower each Loan Party of this Agreement and by each Loan Party of each other Loan Document to which it is a party, the borrowing of the Loans, the use of the proceeds thereof and the issuance of the Letters of Credit hereunder are within each Loan Party’s 's corporate, limited liability company, partnership or comparable powers, as the case may be, have been duly authorized by all necessary corporate, partnership or comparable and, if required, equityholder stockholder action, as the case may be, and do not
(a) contravene the Organic Documents or of any resolutions of the Board of Directors (or committee thereof), shareholders, members or partners of Parent Loan Party or any of its respective Subsidiaries;
(b) contravene any material Requirement of Law law, statute, rule or regulation binding on or affecting Parent any Loan Party or any of its respective Subsidiaries;
(c) violate or result in a default or event of default or an acceleration of any rights or benefits under any material indenture, agreement or other instrument binding upon Parent any Loan Party or any of its respective Subsidiaries; or
(d) result in, or require the creation or imposition of, any Lien on any assets of Parent any Loan Party or any of its Subsidiariesrespective Subsidiaries except Liens created under the Loan Documents which, other than Liens pursuant in the case of the foregoing clauses (b), (c) or (d), individually or in the aggregate, would have or could reasonably be expected to the Security Documentshave a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Seminis Inc), Credit Agreement (Seminis Inc), Credit Agreement (Seminis Inc)
Due Authorization, Non-Contravention, etc. The execution, delivery and performance by Borrower of this Agreement and by each Loan Party of each other Loan Document to which it is a partyparty (including the execution, delivery and performance by the Borrower of this Agreement), the borrowing of the Loans, Loans and the use of the proceeds thereof and the issuance of the Letters of Credit hereunder are within each Loan Party’s corporate, limited liability company, partnership or comparable powers, as the case may be, have been duly authorized by all necessary corporate, limited liability company, partnership or comparable and, if required, equityholder stockholder, action, as the case may be, and do not and will not:
(a) contravene the Organic Organizational Documents or of any resolutions of the Board of Directors (or committee thereof), shareholders, members or partners of Parent Loan Party or any of its respective Restricted Subsidiaries;
(b) contravene any material Requirement of Law binding on or affecting Parent or any of its SubsidiariesLaw;
(c) violate or result in any breach of any of the terms, covenants, conditions or provisions of, or constitute a default or event of default or an acceleration of any rights or benefits under under, any material Material Indebtedness or any other indenture, agreement or other instrument binding upon Parent any Loan Party or any of its Subsidiariesrespective Restricted Subsidiaries which could reasonably be expected to result in a Material Adverse Effect; or
(d) result in, or require the creation or imposition of, any Lien on any assets of Parent or any of its SubsidiariesLoan Party, other than except Liens pursuant to created under the Security DocumentsLoan Documents and Permitted Liens.
Appears in 3 contracts
Samples: Credit Agreement (Solutia Inc), Credit Agreement (Solutia Inc), Credit Agreement (Solutia Inc)