Common use of Due Authorization; Non-Contravention Clause in Contracts

Due Authorization; Non-Contravention. The execution and delivery by Assignee of this Agreement and each of the Ancillary Agreements to which it is a party, and the performance by Assignee of its obligations hereunder, thereunder and under the Trust Agreements and the other Operative Agreements (i) have been duly authorized by all necessary action on the part of Assignee, (ii) do not require any member approval or any approval or consent of any trustee or holder of any indebtedness or obligations of Assignee except those already obtained, (iii) do not contravene any provision of the Act or any other law, governmental rule, regulation, judgment or order applicable to or binding on Assignee, or the organizational documents of Assignee or contravene the provisions of, or constitute a default under, or result in the creation of any Lien (other than as provided for or otherwise permitted in the Operative Agreements) upon the Trust Estate under any indenture, mortgage, bank credit agreement, note or bond purchase agreement, long-term lease, license or other agreement or instrument to which Assignee is a party or by which Assignee is bound and (iv) except as set forth on Schedule 6(b) attached hereto, do not require the consent or approval of, the giving of notice to, the registration with, or the taking of any other action in respect of, any federal, state or foreign governmental authority or agency or any other Person, except those already obtained.

Appears in 4 contracts

Samples: Aircraft Lease Agreement (Polaris Aircraft Income Fund Iv), Purchase, Assignment and Assumption Agreement (Polaris Aircraft Income Fund Iii), Assignment and Assumption Agreement (Polaris Aircraft Income Fund Iv)

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Due Authorization; Non-Contravention. The execution and delivery by Assignee of this Agreement and each of the Ancillary Agreements to which it is a party, and the performance by Assignee of its obligations hereunder, thereunder and thereunder, under the Trust Agreements and the other Operative Agreements and under the Receivable Agreements (i) have been duly authorized by all necessary action on the part of Assignee, (ii) do not require any member approval or any approval or consent of any trustee or holder of any indebtedness or obligations of Assignee except those already obtained, (iii) do not contravene any provision of the Act or any other law, governmental rule, regulation, judgment or order applicable to or binding on Assignee, or the organizational documents of Assignee or contravene the provisions of, or constitute a default under, or result in the creation of any Lien (other than as provided for or otherwise permitted in the Operative Agreements or the Receivable Agreements) upon the Trust Estate or any Receivable under any indenture, mortgage, bank credit agreement, note or bond purchase agreement, long-term lease, license or other agreement or instrument to which Assignee is a party or by which Assignee is bound and (iv) except as set forth on Schedule 6(b) attached hereto, do not require the consent or approval of, the giving of notice to, the registration with, or the taking of any other action in respect of, any federal, state or foreign governmental authority or agency or any other Person, except those already obtained.

Appears in 4 contracts

Samples: Assignment Agreement (Polaris Aircraft Income Fund V), Participation Agreement (Polaris Aircraft Income Fund Ii), Assignment and Assumption Agreement (Polaris Aircraft Income Fund Ii)

Due Authorization; Non-Contravention. The execution and delivery by Assignee Assignor of this Agreement and each of the Ancillary Agreements to which it is a party, and the performance by Assignee Assignor of its obligations hereunderhereunder and thereunder, thereunder and under the Trust Agreements and the other Operative Agreements (i) have been duly authorized by all necessary partnership action on the part of AssigneeAssignor, (ii) do not require any member approval part nership approval, or any approval or consent of any trustee or holder of any indebtedness or obligations of Assignee except those Assignor not already obtained, (iii) do not contravene any provision of the Act or any other law, governmental rule, regulation, judgment or order applicable to or binding on AssigneeAssignor, or the organizational documents limited partnership agreement of Assignee Assignor or contravene the provisions provi sions of, or constitute a default under, under or result in the creation of any Lien (other than as provided for or otherwise permitted in the Operative Agreements) upon the Trust Estate or any other Transferred Interest under any indenture, mortgage, bank credit agreement, note or bond purchase agreement, long-term lease, license or other agreement or instrument to which Assignee Assignor is a party or by which Assignee Assignor is bound and (iv) except as set forth on Schedule 6(b5(b) attached hereto, do not require the consent or approval of, the giving of notice to, the registration with, or the taking of any other action in respect of, any federal, state or foreign governmental authority or agency or any other Person, except those already obtained.

Appears in 4 contracts

Samples: Purchase, Assignment and Assumption Agreement (Polaris Aircraft Income Fund Vi), Aircraft Purchase Agreement (Polaris Aircraft Income Fund Iii), Purchase, Assignment and Assumption Agreement (Polaris Aircraft Income Fund Vi)

Due Authorization; Non-Contravention. The execution and delivery by Assignee of this Agreement and each of the Ancillary Agreements to which it is a party, and the performance by Assignee of its obligations hereunder, thereunder and under the Trust Agreements and the other Operative Agreements (i) have been duly authorized by all necessary action on the part of Assignee, (ii) do not require any member approval or any approval or consent of any trustee or holder of any indebtedness or obligations of Assignee except those already obtained, (iii) do not contravene any provision of the Act or any other law, governmental rule, regulation, judgment or order applicable to or binding on Assignee, or the organizational documents of Assignee or contravene the provisions of, or constitute a default under, or result in the creation of any Lien (other than as provided for or otherwise permitted in the Operative Agreements) upon the Trust Estate under any indenture, mortgage, bank credit agreement, note or bond purchase agreement, long-term lease, license or other agreement or instrument to which Assignee is a party or by which Assignee is bound and (iv) except as set forth on Schedule 6(b5(b) attached hereto, do not require the consent or approval of, the giving of notice to, the registration with, or the taking of any other action in respect of, any federal, state or foreign governmental authority or agency or any other Person, except those already obtained.

Appears in 2 contracts

Samples: Purchase, Assignment and Assumption Agreement (Polaris Aircraft Income Fund Vi), Purchase, Assignment and Assumption Agreement (Polaris Aircraft Income Fund Vi)

Due Authorization; Non-Contravention. The execution and delivery by Assignee Assignor of this Agreement and each of the Ancillary Agreements to which it is a party, and the performance by Assignee Assignor of its obligations hereunderhereunder and thereunder, thereunder and under the Trust Agreements and the other Operative Agreements (i) have been duly authorized by all necessary partnership action on the part of AssigneeAssignor, (ii) do not require any member approval partnership approval, or any approval or consent of any trustee or holder of any indebtedness or obligations of Assignee except those Assignor not already obtained, (iii) do not contravene any provision of the Act or any other law, governmental rule, regulation, judgment or order applicable to or binding on AssigneeAssignor, or the organizational documents limited partnership agreement of Assignee Assignor or contravene the provisions of, or constitute a default under, under or result in the creation of any Lien (other than as provided for or otherwise permitted in the Operative Agreements) upon the Trust Estate or any other Transferred Interest under any indenture, mortgage, bank credit agreement, note or bond purchase agreement, long-term lease, license or other agreement or instrument to which Assignee Assignor is a party or by which Assignee Assignor is bound and (iv) except as set forth on Schedule 6(b5(b) attached hereto, do not require the consent or approval of, the giving of notice to, the registration with, or the taking of any other action in respect of, any federal, state or foreign governmental authority or agency or any other Person, except those already obtained.

Appears in 2 contracts

Samples: Assignment and Assumption Agreement (Polaris Aircraft Income Fund Iv), Aircraft Lease Agreement (Polaris Aircraft Income Fund Iv)

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Due Authorization; Non-Contravention. The execution and delivery by Assignee Assignor of this Agreement and each of the Ancillary Agreements to which it is a party, and the performance by Assignee Assignor of its obligations hereunderhereunder and thereunder, thereunder and under the Trust Agreements and the other Operative Agreements (i) have been duly authorized by all necessary partnership action on the part of AssigneeAssignor, (ii) do not require any member approval part nership approval, or any approval or consent of any trustee or holder of any indebtedness or obligations of Assignee except those Assignor not already obtained, (iii) do not contravene any provision of the Act or any other law, governmental rule, regulation, judgment or order applicable to or binding on AssigneeAssignor, or the organizational documents limited partnership agreement of Assignee Assignor or contravene the provisions provi sions of, or constitute a default under, under or result in the creation of any Lien (other than as provided for or otherwise permitted in the Operative Agreements or the Receivable Agreements, as applicable) upon the Trust Estate or any other Transferred Interest under any indenture, mortgage, bank credit agreement, note or bond purchase agreementagree ment, long-term lease, license or other agreement or instrument to which Assignee Assignor is a party or by which Assignee Assignor is bound and (iv) except as set forth on Schedule 6(b5(b) attached hereto, do not require the consent or approval of, the giving of notice to, the registration with, or the taking of any other action in respect of, any federal, state or foreign governmental authority or agency or any other Person, except those already obtained.

Appears in 2 contracts

Samples: Purchase, Assignment and Assumption Agreement (Polaris Aircraft Income Fund V), Assignment Agreement (Polaris Aircraft Income Fund V)

Due Authorization; Non-Contravention. The execution and delivery by Assignee Assignor of this Agreement and each of the Ancillary Agreements to which it is a party, and the performance by Assignee Assignor of its obligations hereunderhereunder and thereunder, thereunder and under the Trust Agreements and the other Operative Agreements (i) have been duly authorized by all necessary partnership action on the part of AssigneeAssignor, (ii) do not require any member approval partnership approval, or any approval or consent of any trustee or holder of any indebtedness or obligations of Assignee except those Assignor not already obtained, (iii) do not contravene any provision of the Act or any other law, governmental rule, regulation, judgment or order applicable to or binding on AssigneeAssignor, or the organizational documents limited partnership agreement of Assignee Assignor or contravene the provisions of, or constitute a default under, under or result in the creation of any Lien (other than as provided for or otherwise permitted in the Operative Agreements or the Receivable Agreements, as applicable) upon the Trust Estate or any other Transferred Interest under any indenture, mortgage, bank credit agreement, note or bond purchase agreement, long-term lease, license or other agreement or instrument to which Assignee Assignor is a party or by which Assignee Assignor is bound and (iv) except as set forth on Schedule 6(b5(b) attached hereto, do not require the consent or approval of, the giving of notice to, the registration with, or the taking of any other action in respect of, any federal, state or foreign governmental authority or agency or any other Person, except those already obtained.

Appears in 2 contracts

Samples: Participation Agreement (Polaris Aircraft Income Fund Ii), Assignment and Assumption Agreement (Polaris Aircraft Income Fund Ii)

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