Failure of Agreements. Any provision of this Agreement or any provision of any other Loan Document shall for any reason cease to be valid and binding on any Credit Party or any Subsidiary thereof party thereto or any such Person shall so state in writing, or any Loan Document shall for any reason cease to create a valid and perfected first priority Lien (subject to Permitted Liens) on, or security interest in, any of the Collateral purported to be covered thereby, in each case other than in accordance with the express terms hereof or thereof.
Failure of Agreements. Any provision of this Agreement or any provision of any other Loan Document shall for any reason cease to be valid and binding on the Borrower or any Subsidiary party thereto or any such Person shall so state in writing, other than in accordance with the express terms hereof or thereof.
Failure of Agreements. Any material provision of this Agreement or of any other Loan Document shall for any reason cease to be valid and binding on the Borrower or the Borrower shall so state in writing, or this Agreement or any Security Document shall for any reason cease to create a valid and perfected first priority Lien on, or security interest in, any material portion of the collateral purported to be covered thereby, in each case other than in accordance with the express terms hereof or thereof and except where due solely to the failure to file, on a timely basis, appropriate financing or continuation statements under the Uniform Commercial Code.
Failure of Agreements. Any Obligor shall challenge the validity and binding effect of any provision of any Loan Document after delivery thereof or shall state its intention to make such a challenge in writing, or any Loan Document, after delivery thereof hereunder, shall for any reason (except to the extent permitted by the terms thereof) cease to create a valid and perfected first priority Lien (except for Permitted Liens) on, or security interest in, any of the Collateral purported to be covered thereby.
Failure of Agreements. Any material provision of this Agreement or any provision of any other Loan Document shall for any reason cease to be valid and binding on the Borrower.
Failure of Agreements. (i) Any provision of this Agreement or any provision of any other Loan Document shall for any reason cease to be valid and binding on the Borrower or any other Credit Party party thereto or any such Person shall so state in writing, (ii) any Loan Document shall for any reason cease to create a valid and perfected first priority Lien on, or security interest in, any of the Collateral securing the Obligations purported to be covered thereby or (iii) any subordination provision in any document or instrument governing any Subordinated Indebtedness, any subordination provision in any subordination agreement that relates to any Subordinated Indebtedness or any subordination provision in any guaranty by any U.S. Credit Party of any Subordinated Indebtedness shall, in any case, cease to be in full force and effect, or any Person shall contest in any manner the validity, binding nature or enforceability of any such provision, in each of the foregoing clauses (i), (ii) and (iii), other than in accordance with the express terms hereof or thereof.
Failure of Agreements. Other than as a result of an election effectuated in accordance with Section 2.9(e), any provision of this Agreement or any provision of any other Loan Document shall for any reason cease to be valid and binding on any Borrower party thereto (and, in the case of a Designated Borrower, shall have occurred and be continuing for more than five (5) Business Days after a Responsible Officer of the Company or such Borrower has knowledge thereof) or any such Person shall so state in writing.
Failure of Agreements. Any provision of this Agreement or of any other Loan Document shall for any reason cease to be valid and binding on the Borrower, any Guarantor or any other Person party thereto or the Borrower, any Guarantor or any other Person party thereto shall so state in writing, or this Agreement or any other Loan Document shall for any reason cease to create a valid and perfected first priority Lien on, or security interest in, any of the collateral purported to be covered thereby, in each case other than in accordance with the express terms hereof or thereof, the priority of which shall be subject only to Liens permitted pursuant to Section 9.2.
Failure of Agreements. Any provision of this Agreement or of any other Loan Document shall for any reason cease to be valid and binding on the Borrower or Subsidiary party thereto or any such Person shall so state in writing, or this Agreement or any other Loan Document shall for any reason (except as a result of the gross negligence or willful misconduct of the Administrative Agent or any Lender) cease to create a valid and perfected first priority Lien on, or security interest in, any of the collateral purported to be covered thereby, except for Liens permitted by this Agreement, in each case other than in accordance with the express terms hereof or thereof.
Failure of Agreements. Any material provision of this Agreement or any material provision of the Guaranty Agreement shall for any reason cease to be valid and binding on any Credit Party party thereto or any such Person shall so state in writing, in each case other than in accordance with the express terms hereof or thereof.
