Common use of Foreign Borrowers Clause in Contracts

Foreign Borrowers. (a) Each Foreign Borrower is subject to civil and commercial Laws with respect to its obligations under this Agreement and the other Loan Documents to which it is a party (collectively as to such Foreign Borrower, the “Applicable Foreign Borrower Documents”), and the execution, delivery and performance by such Foreign Borrower of the Applicable Foreign Borrower Documents constitute and will constitute private and commercial acts and not public or governmental acts. No Foreign Borrower nor any of its property has any immunity from jurisdiction of any court or from any legal process (whether through service or notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) under the laws of the jurisdiction in which such Foreign Borrower is organized and existing in respect of its obligations under the Applicable Foreign Borrower Documents. (b) The Applicable Foreign Borrower Documents are in proper legal form under the Laws of the jurisdiction in which each Foreign Borrower is organized and existing for the enforcement thereof against such Foreign Borrower under the Laws of such jurisdiction, and to ensure the legality, validity, enforceability, priority or admissibility in evidence of the Applicable Foreign Borrower Documents. It is not necessary to ensure the legality, validity, enforceability, priority or admissibility in evidence of the Applicable Foreign Borrower Documents that the Applicable Foreign Borrower Documents be filed, registered or recorded with, or executed or notarized before, any court or other authority in the jurisdiction in which the applicable Foreign Borrower is organized and existing or that any registration charge or stamp or similar tax be paid on or in respect of the Applicable Foreign Borrower Documents or any other document, except for (i) any such filing, registration, recording, execution or notarization as has been made or is not required to be made until the Applicable Foreign Borrower Document or any other document is sought to be enforced and (ii) any charge or tax as has been timely paid. (c) There is no tax, levy, impost, duty, fee, assessment or other governmental charge, or any deduction or withholding, imposed by any Governmental Authority in or of the jurisdiction in which any Foreign Borrower is organized and existing either (i) on or by virtue of the execution or delivery of the Applicable Foreign Borrower Documents or (ii) on any payment to be made by such Foreign Borrower pursuant to the Applicable Foreign Borrower Documents, except as has been disclosed to the Administrative Agent and provided in the case of payments in respect of interest made by the U.K. Borrower that each Lender is (and remains) a U.K. Qualifying Lender. (d) The execution, delivery and performance of the Applicable Foreign Borrower Documents executed by each Foreign Borrower are, under applicable foreign exchange control regulations of the jurisdiction in which such Foreign Borrower is organized and existing, not subject to any notification or authorization except (i) such as have been made or obtained or (ii) such as cannot be made or obtained until a later date (provided that any notification or authorization described in clause (ii) shall be made or obtained as soon as is reasonably practicable).

Foreign Borrowers. (a) Each Foreign Borrower is subject to civil and commercial Laws laws with respect to its obligations under this Credit Agreement and the other Loan Credit Documents to which it is a party (collectively as to such Foreign Borrower, the “Applicable Foreign Borrower Documents”), and the execution, delivery and performance by such Foreign Borrower of the Applicable Foreign Borrower Documents constitute and will constitute private and commercial acts and not public or governmental acts. No To the fullest extent permitted under applicable law, no Foreign Borrower nor any of its property has any immunity from jurisdiction of any court or from any legal process (whether through service or notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) under the laws of the jurisdiction in which such Foreign Borrower is organized or incorporated (as applicable) and existing in respect of its obligations under the Applicable Foreign Borrower Documents. (b) The Applicable Foreign Borrower Documents are in proper legal form under the Laws laws of the jurisdiction in which each Foreign Borrower is organized or incorporated (as applicable) and existing for the enforcement thereof against such Foreign Borrower under the Laws laws of such jurisdiction, and to ensure the legality, validity, enforceability, priority or admissibility in evidence of the Applicable Foreign Borrower Documents. It is not necessary to ensure the legality, validity, enforceability, priority or admissibility in evidence of the Applicable Foreign Borrower Documents that the Applicable Foreign Borrower Documents be filed, registered or recorded with, or executed or notarized before, any court or other authority in the jurisdiction in which the applicable Foreign Borrower is organized or incorporated (as applicable) and existing or that any registration charge or stamp or similar tax be paid on or in respect of the Applicable Foreign Borrower Documents or any other documentthe transactions contemplated by the Applicable Foreign Borrower Documents, except for (i) any such filing, registration, recording, execution or notarization as has been made or is not required to be made until the Applicable Foreign Borrower Document or any other document is sought to be enforced and (ii) any charge or tax as has been timely paid. (c) There Each Foreign Borrower that is no tax, levy, impost, duty, fee, assessment organized or other governmental charge, or any deduction or withholding, imposed by any Governmental Authority in or incorporated under the laws of the jurisdiction in which any Foreign Borrower is organized and existing either (i) on or by virtue of Netherlands complies with the execution or delivery of the Applicable Foreign Borrower Documents or (ii) on any payment to be made by such Foreign Borrower pursuant to the Applicable Foreign Borrower Documents, except as has been disclosed to the Administrative Agent and provided in the case of payments in respect of interest made by the U.K. Borrower that each Lender is (and remains) a U.K. Qualifying LenderDutch Financial Supervision Act. (d) The execution, delivery and performance No Foreign Borrower that is organized or incorporated under the laws of the Applicable Foreign Borrower Documents executed by each Foreign Borrower areNetherlands has established a works council (ondernemingsraad) under or pursuant to the Act on the Works Councils (Wet op de ondernemingsraden), under applicable foreign exchange control regulations of the jurisdiction in which such Foreign Borrower and no works council is organized and existing, not subject authorized to render advice or is required to be consulted with respect to any notification or authorization except (i) such as have been made or obtained or (ii) such as cannot be made or obtained until a later date (provided that any notification or authorization described in clause (ii) shall be made or obtained as soon as is reasonably practicable)transactions contemplated by the Credit Documents.

Foreign Borrowers. (a) Each Foreign Borrower is subject to civil and commercial Laws laws with respect to its obligations under this Credit Agreement and the other Loan Credit Documents to which it is a party (collectively as to such Foreign Borrower, the “Applicable Foreign Borrower Documents”), and the execution, delivery and performance by such Foreign Borrower of the Applicable Foreign Borrower Documents constitute and will constitute private and commercial acts and not public or governmental acts. No To the fullest extent permitted under applicable law, no Foreign Borrower nor any of its property has any immunity from jurisdiction of any court or from any legal process (whether through service or notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) under the laws of the jurisdiction in which such Foreign Borrower is organized and existing in respect of its obligations under the Applicable Foreign Borrower Documents. (b) The Applicable Foreign Borrower Documents are in proper legal form under the Laws laws of the jurisdiction in which each Foreign Borrower is organized and existing for the enforcement thereof against such Foreign Borrower under the Laws laws of such jurisdiction, and to ensure the legality, validity, enforceability, priority or admissibility in evidence of the Applicable Foreign Borrower Documents. It is not necessary to ensure the legality, validity, enforceability, priority or admissibility in evidence of the Applicable Foreign Borrower Documents that the Applicable Foreign Borrower Documents be filed, registered or recorded with, or executed or notarized before, any court or other authority in the jurisdiction in which the applicable Foreign Borrower is organized and existing or that any registration charge or stamp or similar tax be paid on or in respect of the Applicable Foreign Borrower Documents or any other documentthe transactions contemplated by the Applicable Foreign Borrower Documents, except for (i) any such filing, registration, recording, execution or notarization as has been made or is not required to be made until the Applicable Foreign Borrower Document or any other document is sought to be enforced and (ii) any charge or tax as has been timely paid. (c) There is no tax, levy, impost, duty, fee, assessment or other governmental charge, or any deduction or withholding, imposed by any Governmental Authority in or of the jurisdiction in which any Each Foreign Borrower that is organized and existing either (i) on or by virtue incorporated under incorporated under the laws of The Netherlands complies with the execution or delivery of the Applicable Foreign Borrower Documents or (ii) on any payment to be made by such Foreign Borrower pursuant to the Applicable Foreign Borrower Documents, except as has been disclosed to the Administrative Agent and provided in the case of payments in respect of interest made by the U.K. Borrower that each Lender is (and remains) a U.K. Qualifying LenderDutch Financial Supervision Act. (d) The execution, delivery and performance of the Applicable No Foreign Borrower Documents executed by each Foreign Borrower are, under applicable foreign exchange control regulations of the jurisdiction in which such Foreign Borrower that is organized or incorporated under incorporated under the laws of The Netherlands has established a works council (ondernemingsraad) under or pursuant to the Act on the Works Councils (Wet op de ondernemingsraden), and existing, not subject no works council is authorized to render advice or is required to be consulted with respect to any notification or authorization except (i) such as have been made or obtained or (ii) such as cannot be made or obtained until a later date (provided that any notification or authorization described in clause (ii) shall be made or obtained as soon as is reasonably practicable)transactions contemplated by the Credit Documents.

Foreign Borrowers. (a) Each Foreign Borrower is subject to civil and commercial Laws laws with respect to its obligations under this Credit Agreement and the other Loan Credit Documents to which it is a party (collectively as to such Foreign Borrower, the “Applicable Foreign Borrower Documents”), and the execution, delivery and performance by such Foreign Borrower of the Applicable Foreign Borrower Documents constitute and will constitute private and commercial acts and not public or governmental acts. No To the fullest extent permitted under applicable law, no Foreign Borrower nor any of its property has any immunity from jurisdiction of any court or from any legal process (whether through service or notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) under the laws of the jurisdiction in which such Foreign Borrower is organized and existing in respect of its obligations under the Applicable Foreign Borrower Documents. (b) The Applicable Foreign Borrower Documents are in proper legal form under the Laws laws of the jurisdiction in which each Foreign Borrower is organized and existing for the enforcement thereof against such Foreign Borrower under the Laws laws of such jurisdiction, and to ensure the legality, validity, enforceability, priority or admissibility in evidence of the Applicable Foreign Borrower Documents. It is not necessary to ensure the legality, validity, enforceability, priority or admissibility in evidence of the Applicable Foreign Borrower Documents that the Applicable Foreign Borrower Documents be filed, registered or recorded with, or executed or notarized before, any court or other authority in the jurisdiction in which the applicable Foreign Borrower is organized and existing or that any registration charge or stamp or similar tax be paid on or in respect of the Applicable Foreign Borrower Documents or any other documentthe transactions contemplated by the Applicable Foreign Borrower Documents, except for (i) any such filing, registration, recording, execution or notarization as has been made or is not required to be made until the Applicable Foreign Borrower Document or any other document is sought to be enforced and (ii) any charge or tax as has been timely paid. (c) There is no tax, levy, impost, duty, fee, assessment or other governmental charge, or any deduction or withholding, imposed by any Governmental Authority in or of the jurisdiction in which any Each Foreign Borrower that is organized and existing either (i) on or by virtue incorporated under incorporated under the laws of The Netherlands complies with the execution or delivery of the Applicable Foreign Borrower Documents or (ii) on any payment to be made by such Foreign Borrower pursuant to the Applicable Foreign Borrower Documents, except as has been disclosed to the Administrative Agent and provided in the case of payments in respect of interest made by the U.K. Borrower that each Lender is (and remains) a U.K. Qualifying LenderDutch Financial Supervision Act. (d) The execution, delivery and performance of the Applicable No Foreign Borrower Documents executed by each Foreign Borrower are, under applicable foreign exchange control regulations of the jurisdiction in which such Foreign Borrower that is organized or incorporated under the laws of The Netherlands has established a works council (ondernemingsraad) under or pursuant to the Act on the Works Councils (Wet op de ondernemingsraden), and existing, not subject no works council is authorized to render advice or is required to be consulted with respect to any notification or authorization except (i) such as have been made or obtained or (ii) such as cannot be made or obtained until a later date (provided that any notification or authorization described in clause (ii) shall be made or obtained as soon as is reasonably practicable)transactions contemplated by the Credit Documents.