Common use of Governmental Approvals; No Conflicts Clause in Contracts

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 10 contracts

Samples: First Lien Credit Agreement (Waystar Holding Corp.), First Lien Credit Agreement (Waystar Holding Corp.), First Lien Credit Agreement (Waystar Holding Corp.)

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Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party party thereto and the performance by such Loan Party thereof of its obligations thereunder (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could would not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 9 contracts

Samples: Credit Agreement (First Watch Restaurant Group, Inc.), Credit Agreement (Cava Group, Inc.), Credit Agreement (Cava Group, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and or (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 9 contracts

Samples: Term Loan Credit Agreement (Blackstone Mortgage Trust, Inc.), Term Loan Credit Agreement (Blackstone Mortgage Trust, Inc.), Term Loan Credit Agreement (Blackstone Mortgage Trust, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 7 contracts

Samples: Credit Agreement (ATI Physical Therapy, Inc.), Credit Agreement (ATI Physical Therapy, Inc.), Credit Agreement (ATI Physical Therapy, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could would not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to such Loan Party which violationwhich, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Second Lien Credit Agreement or (ii) any other material Contractual Obligation in respect of Indebtedness having an aggregate principal amount exceeding the Threshold Amount to which such Loan Party is a party which violationwhich, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 7 contracts

Samples: First Lien Credit Agreement (Bowlero Corp.), First Incremental Amendment (Isos Acquisition Corp.), First Lien Credit Agreement (Isos Acquisition Corp.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could would not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 7 contracts

Samples: Credit Agreement (SB/RH Holdings, LLC), Credit Agreement (SB/RH Holdings, LLC), Credit Agreement (SB/RH Holdings, LLC)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with for the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions which the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement any Requirements of Law applicable to such Loan Party which violationwhich, in the case of this clause (b)(ii), ) could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Subordinated Notes or (ii) any material other Contractual Obligation to of any of the Loan Parties which such Loan Party is a party which violation, in the case of this clause (c), c)(ii) could reasonably be expected to result in a Material Adverse Effect.

Appears in 7 contracts

Samples: Credit Agreement (Osmotica Pharmaceuticals PLC), Credit Agreement (Osmotica Pharmaceuticals PLC), Credit Agreement (Osmotica Pharmaceuticals PLC)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Second Lien Credit Agreement or (ii) any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 6 contracts

Samples: First Lien Credit Agreement (ATI Physical Therapy, Inc.), First Lien Credit Agreement (Dragoneer Growth Opportunities Corp.), First Lien Credit Agreement (Shift4 Payments, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and or (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 5 contracts

Samples: Term Loan Credit Agreement (Claros Mortgage Trust, Inc.), Term Loan Credit Agreement (Claros Mortgage Trust, Inc.), Term Loan Credit Agreement (Claros Mortgage Trust, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 5 contracts

Samples: Credit Agreement (CCC Intelligent Solutions Holdings Inc.), Credit Agreement (CCC Intelligent Solutions Holdings Inc.), Credit Agreement (CCC Intelligent Solutions Holdings Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document by each Loan Party thereto Documents and the performance by such any Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with for filings necessary to perfect Liens created pursuant to the filings described in Perfection Requirements Loan Documents and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain be obtained or make made which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s its Organizational Documents or (ii) subject to the Legal Reservations, Requirement any Requirements of Law applicable to such any Loan Party which violationwhich, in the case of this clause (b)(iiii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Senior Notes or the Term Loan Facility or (ii) any material other Contractual Obligation to of any of the Loan Parties which such Loan Party is a party which violation, in the case of this clause (c), ii) could reasonably be expected to result in a Material Adverse Effect.

Appears in 4 contracts

Samples: Abl Credit Agreement (Party City Holdco Inc.), Abl Credit Agreement (Party City Holdco Inc.), Abl Credit Agreement (Party City Holdco Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 4 contracts

Samples: Incremental Amendment to Credit Agreement (Knowlton Development Corp Inc), Credit Agreement (Knowlton Development Corp Inc), Credit Agreement (Knowlton Development Parent, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Senior Notes or (ii) any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 4 contracts

Samples: Term Loan Credit Agreement (PQ Group Holdings Inc.), Term Loan Credit Agreement (PQ Group Holdings Inc.), Term Loan Credit Agreement (PQ Group Holdings Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effecteffect (except to the extent not required to be obtained or made pursuant to the Collateral and Guarantee Requirement), (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, filings or other actions the failure to obtain or make which could would not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to such Loan Party which violationwhich, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation in respect of Indebtedness to which such Loan Party is a party which violationwhich, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (Reynolds Consumer Products Inc.), Credit Agreement (Reynolds Group Holdings LTD), Credit Agreement (Reynolds Consumer Products Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could would not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to such Loan Party which violationwhich, in the case of this clause (b)(ii‎(b)‎(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Second Lien Credit Agreement or (ii) any other material Contractual Obligation in respect of Indebtedness having an aggregate principal amount exceeding the Threshold Amount to which such Loan Party is a party which violationwhich, in the case of this clause (c‎(c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 4 contracts

Samples: First Lien Credit Agreement (Lucky Strike Entertainment Corp), First Lien Credit Agreement (Bowlero Corp.), First Lien Credit Agreement (Bowlero Corp.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by Holdings and/or each Loan Party party thereto and the performance by Holdings and/or such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to Holdings and/or such Loan Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any other material Contractual Obligation to which Holdings and/or such Loan Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (Indivior PLC), Credit Agreement (Indivior PLC), Credit Agreement (Indivior PLC)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Note Document by each Loan Note Party party thereto and the performance by such Loan Note Party thereof on and after the Closing Date (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Note Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Note Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to which such Loan Note Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 4 contracts

Samples: Note Purchase Agreement (ATI Physical Therapy, Inc.), Note Purchase Agreement (ATI Physical Therapy, Inc.), Note Purchase Agreement (ATI Physical Therapy, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could would not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the First Lien Credit Agreement or (ii) any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 4 contracts

Samples: Abl Credit Agreement (Hayward Holdings, Inc.), Abl Credit Agreement (Hayward Holdings, Inc.), Abl Credit Agreement (Hayward Holdings, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, filings or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 3 contracts

Samples: First Lien Credit Agreement (Shift4 Payments, Inc.), Term Loan Credit Agreement (Leslie's, Inc.), Term Loan Credit Agreement (Leslie's, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could would not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the ABL Credit Agreement or (ii) any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 3 contracts

Samples: Term Loan Credit Agreement (Hillman Solutions Corp.), First Lien Credit Agreement (Hayward Holdings, Inc.), First Lien Credit Agreement (Hayward Holdings, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could would not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the ABL Credit Agreement, (ii) the 2025 Senior Unsecured Notes or (iii) any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 3 contracts

Samples: Term Loan Credit Agreement (Ecovyst Inc.), Term Loan Credit Agreement (Ecovyst Inc.), Term Loan Credit Agreement (PQ Group Holdings Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with for filings necessary to perfect Liens created pursuant to the filings described in Perfection Requirements Loan Documents and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) any of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement any Requirements of Law applicable to such Loan Party which violationwhich, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to of any of the Loan Parties which such Loan Party is a party which violation, in the case of this clause (c), violation or default could reasonably be expected to result in a Material Adverse Effect.

Appears in 3 contracts

Samples: Secured Seller Note Agreement (American Water Works Company, Inc.), Revolving Credit Agreement (Bakkt Holdings, Inc.), Secured Seller Note Agreement (American Water Works Company, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, filings or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Senior Unsecured Notes Indenture or (ii) any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Syneos Health, Inc.), Credit Agreement (Syneos Health, Inc.), Credit Agreement (INC Research Holdings, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 3 contracts

Samples: Term Loan Agreement (Daseke, Inc.), Term Loan Agreement (Daseke, Inc.), Term Loan Agreement (Daseke, Inc.)

Governmental Approvals; No Conflicts. The execution execution, delivery and delivery performance of each Loan Document by each Loan Party that is a party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, filings or other actions the failure to obtain or make which could not would not, individually or in the aggregate, reasonably be reasonably expected to have result in a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law any law applicable to such Loan Party Party, which violation, in the case of this clause (b)(ii), could would, individually or in the aggregate, reasonably be expected to have result in a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to which such Loan Party is a party party, which violationviolation or default, in the case of this clause (c), could would, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Cano Health, Inc.), Credit Agreement (Cano Health, Inc.), Credit Agreement (Jaws Acquisition Corp.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could would not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Term Credit Agreement or (ii) any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Abl Credit Agreement (Hillman Solutions Corp.), Abl Credit Agreement (Hillman Solutions Corp.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with for filings necessary to perfect Liens created pursuant to the filings described in Perfection Requirements Loan Documents and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement any Requirements of Law applicable to such Loan Party which violationwhich, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Second Lien Credit Agreement (or any material documentation governing any Second Lien Facility) or (ii) any other Contractual Obligation to of any of the Loan Parties which such Loan Party is a party which violation, in the case of this clause (c), could c)(ii) would reasonably be expected to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Incremental Joinder to First Lien Credit Agreement (Post Holdings, Inc.), First Lien Credit Agreement (Post Holdings, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to such Loan Party which violationwhich, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to which such Loan Party is a party which violationwhich, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Wanda Sports Group Co LTD), Credit Agreement (Wanda Sports Group Co LTD)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Definitive Healthcare Corp.), Credit Agreement (Definitive Healthcare Corp.)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, effect or (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which as could not reasonably be reasonably expected to have result in a Material Adverse Effect, (b) will not violate any (i) applicable law or regulation or the charter, by-laws or other organizational or constitutional documents of such Loan Party’s Organizational Documents Holdings or (ii) subject to the Legal Reservations, Requirement any Subsidiaries or any order of Law applicable to such Loan Party which violationany Governmental Authority, in the case of this clause (b)(ii)each case, except as could not reasonably be expected to have result in a Material Adverse Effect and Effect), (c) will not violate or result in a default under (i) any Permitted Capital Markets Debt Indenture or (ii) any other material Contractual Obligation to which such contractual obligation binding upon Holdings, any other Loan Party is a party which violationor any of their respective assets, except in the case of this clause (c), c)(ii) where such violation or default could not reasonably be expected to result in a Material Adverse EffectEffect and (d) will not result in the creation or imposition of any Lien on any asset of Holdings or any of its Subsidiaries.

Appears in 2 contracts

Samples: Credit Agreement (IHS Markit Ltd.), Credit Agreement (IHS Markit Ltd.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could would not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the First Lien Credit Agreement, (ii) the Second Lien Credit Agreement or (iii) any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Abl Credit Agreement (Hayward Holdings, Inc.), Abl Credit Agreement (Hayward Holdings, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with for filings necessary to perfect Liens created pursuant to the filings described in Perfection Requirements Loan Documents and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement any Requirements of Law applicable to such Loan Party which violationwhich, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the First Lien Credit Agreement (or any material documentation governing any First Lien Facility) or (ii) any other Contractual Obligation to of any of the Loan Parties which such Loan Party is a party which violation, in the case of this clause (c), could c)(ii) would reasonably be expected to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Second Lien Credit Agreement, Second Lien Credit Agreement (Post Holdings, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the First Lien Credit Agreement or (ii) any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Second Lien Credit Agreement (Cotiviti Holdings, Inc.), Second Lien Credit Agreement (Cotiviti Holdings, Inc.)

Governmental Approvals; No Conflicts. The execution execution, delivery and delivery of each Loan Document by each Loan Party thereto and the performance by such the Loan Party thereof Parties of the Loan Documents (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, effect (ii) in connection except for any reports required to be filed by Parent or either Borrower with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions SEC pursuant to the Securities Exchange Act of 1934; provided that the failure to make any such filings shall not affect the validity or enforceability of this Agreement) or waived and those the failure of which to make or obtain or make which could would not reasonably be reasonably expected to have a Material Adverse Effect, (b) will not violate any applicable law or regulation or any order of any Governmental Authority, in each case applicable to or binding upon the Loan Parties or any of their respective property, except as would not reasonably be expected to have a Material Adverse Effect, (ic) will not violate any charter, by-laws or other organizational document of such any Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could except as would not reasonably be expected to have a Material Adverse Effect and (cd) will not violate or result in a default under any material Contractual Obligation to which such indenture, agreement or other instrument binding upon any Loan Party is a party which violationor its respective property, in the case of this clause (c), could except as would not reasonably be expected to result in have a Material Adverse Effect.

Appears in 2 contracts

Samples: 364 Day Bridge Credit Agreement (CF Industries Holdings, Inc.), 364 Day Bridge Credit Agreement (CF Industries Holdings, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could would not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Senior Notes, the Term Credit Agreement or (iii) any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Hillman Companies Inc), Abl Credit Agreement (Hillman Companies Inc)

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Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with for filings necessary to perfect Liens created pursuant to the filings described in Perfection Requirements Loan Documents and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement any Requirements of Law applicable to such Loan Party which violationwhich, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to of any of the Loan Parties which such Loan Party is a party which violation, in the case of this clause (c), ) could reasonably be expected to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Orion S.A.), Credit Agreement (Orion Engineered Carbons S.A.)

Governmental Approvals; No Conflicts. The execution execution, delivery and delivery of each Loan Document by each Loan Party thereto and the performance by such the Loan Party thereof Parties of the Loan Documents (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, effect (ii) in connection except for any reports required to be filed by Parent or any Borrower with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions SEC pursuant to the Securities Exchange Act of 1934; provided that the failure to make any such filings shall not affect the validity or enforceability of this Agreement) or waived and those the failure of which to make or obtain or make which could would not reasonably be reasonably expected to have a Material Adverse Effect, (b) will not violate any applicable law or regulation or any order of any Governmental Authority, in each case applicable to or binding upon the Loan Parties or any of their respective property, except as would not reasonably be expected to have a Material Adverse Effect, (ic) will not violate any charter, by-laws or other organizational document of such any Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could except as would not reasonably be expected to have a Material Adverse Effect and (cd) will not violate or result in a default under any material Contractual Obligation to which such indenture, agreement or other instrument binding upon any Loan Party is a party which violationor its respective property, in the case of this clause (c), could except as would not reasonably be expected to result in have a Material Adverse Effect.

Appears in 2 contracts

Samples: Revolving Credit Agreement (CF Industries Holdings, Inc.), Revolving Credit Agreement (CF Industries Holdings, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of the Notes Documents by Holdings and/or each Loan Document by each Loan Note Party party thereto and the performance by Holdings and/or such Loan Note Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Note Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to Holdings and/or such Loan Note Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any other material Contractual Obligation to which Holdings and/or such Loan Note Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Note Purchase Agreement (Indivior PLC)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and or (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any (x) Existing Repurchase Facility or other Asset Financing Facility or (y) material Contractual Obligation to which such Loan Party Holdings or a Subsidiary is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Granite Point Mortgage Trust Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could would not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the ABL Credit Agreement, (ii) the Second Lien Credit Agreement or (iii) any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: First Lien Credit Agreement (Hayward Holdings, Inc.)

Governmental Approvals; No Conflicts. The execution execution, delivery and delivery performance of each Loan Document by each Loan Party that is a party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements [reserved] and (iii) such consents, approvals, registrations, filings, filings or other actions the failure to obtain or make which could not would not, individually or in the aggregate, reasonably be reasonably expected to have result in a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law any law applicable to such Loan Party Party, which violation, in the case of this clause (b)(ii), could would, individually or in the aggregate, reasonably be expected to have result in a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to which such Loan Party is a party party, which violationviolation or default, in the case of this clause (c), could would, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Bridge Loan Agreement (Cano Health, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, with or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, filings or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, ; (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(iiSection 3.03(b)(ii), could reasonably be expected to have a Material Adverse Effect Effect; and (c) will not violate or result in a default under any material Contractual Obligation Obligation, including, but not limited to the Material Contracts to which such Loan Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (View, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (ix) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could would not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, any Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Nuvei Corp)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the First Lien Credit Agreement or (ii) any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Second Lien Credit Agreement (Shift4 Payments, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document by each Loan Party thereto Documents and the performance by such any Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with for filings necessary to perfect Liens created pursuant to the filings described in Perfection Requirements Loan Documents and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain be obtained or make made which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s its Organizational Documents or (ii) subject to the Legal Reservations, Requirement any Requirements of Law applicable to such any Loan Party which violationwhich, in the case of this clause (b)(iiii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Senior Notes or the ABL Facility or (ii) any material other Contractual Obligation to of any of the Loan Parties which such Loan Party is a party which violation, in the case of this clause (c), ii) could reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Party City Holdco Inc.)

Governmental Approvals; No Conflicts. The After giving effect to the Confirmation Order and the Plan of Reorganization, the execution and delivery of each the Loan Document by each Loan Party thereto Documents and the performance by such any Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with for filings necessary to perfect Liens created pursuant to the filings described in Perfection Requirements Loan Documents and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain be obtained or make made which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s its Organizational Documents or (ii) subject to the Legal Reservations, Requirement any Requirements of Law applicable to such any Loan Party which violationwhich, in the case of this clause (b)(iiii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Second Lien Notes or (ii) any material other Contractual Obligation to of any of the Loan Parties which such Loan Party is a party which violation, in the case of this clause (c), ii) could reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Abl Credit Agreement (Party City Holdco Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation (including the ABL Loan Documents) to which such Loan Party is a party which violation, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Topgolf Callaway Brands Corp.)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Holdco Loan Agreement or (ii) any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Certara, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in applicable Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could would not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Abl Credit Agreement (Ecovyst Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document by each Loan Party thereto Documents and the performance by such any Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with for filings necessary to perfect Liens created pursuant to the filings described in Perfection Requirements Loan Documents and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain be obtained or make made which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s its Organizational Documents or (ii) subject to the Legal Reservations, Requirement any Requirements of Law applicable to such any Loan Party which violationwhich, in the case of this clause (b)(iiii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Senior Notes or the Revolving Facility or (ii) any material other Contractual Obligation to of any of the Loan Parties which such Loan Party is a party which violation, in the case of this clause (c), ii) could reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Am-Source, LLC)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could would not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to such Loan Party which violationwhich, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Pari First Lien Credit Agreement or (ii) any other material Contractual Obligation in respect of Indebtedness having an aggregate principal amount exceeding the Threshold Amount to which such Loan Party is a party which violationwhich, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: First Lien Credit Agreement (Isos Acquisition Corp.)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document this Amendment by each Loan Party thereto the Borrower and the performance of the Amended Credit Agreement by such Loan Party thereof the Borrower (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Partythe Borrower’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party the Borrower which violation, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation (including the ABL Loan Documents) to which such Loan Party the Borrower is a party which violation, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Topgolf Callaway Brands Corp.)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with for filings necessary to perfect Liens created pursuant to the filings described in Perfection Requirements Loan Documents and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement any Requirements of Law applicable to such Loan Party which violationwhich, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Revolving Credit Agreement (or any material documentation governing any Revolving Facility) or (ii) any other Contractual Obligation to of any of the Loan Parties which such Loan Party is a party which violation, in the case of this clause (c), c)(ii) could reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: First Lien Term Loan Agreement (Interline Brands, Inc./De)

Governmental Approvals; No Conflicts. The execution and delivery of each the Loan Document Documents by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in applicable Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could couldwould not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement Requirements of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could couldwould reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Senior Notes or (ii) any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could couldwould reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Abl Credit Agreement (PQ Group Holdings Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Holdco Loan Agreement[reserved] or (ii) any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Certara, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery Subject, in the case of each Loan Document by each Loan Party thereto that is a Debtor, to the entry of the Orders and the performance terms thereof, the transactions to be entered into and contemplated by such the Loan Party thereof Documents (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except for (iA) such as have been obtained or made and are in full force and effect, (iiB) in connection with filings and recordings 121 necessary to perfect Liens created under the filings described in Perfection Requirements Loan Documents and enforce the rights of the Lenders and the Secured Parties under the Loan Documents or (iiiC) such consents, approvals, registrations, filings, or other actions the failure of which to obtain or make which could would not reasonably be reasonably expected to have a result in Material Adverse Effect, (b) will not violate any (i) Applicable Law or the Charter Documents of such any Loan Party’s Organizational Documents or (ii) subject , except to the Legal Reservations, Requirement of Law applicable to extent that such Loan Party which violation, in the case of this clause (b)(ii), could violation would not reasonably be expected to have result in a Material Adverse Effect and Effect, (c) will not violate or result in a default under any material Contractual Obligation indenture or any other agreement, instrument or other evidence of Material Indebtedness, except to which the extent that such Loan Party is a party which violation, in the case of this clause (c), could default would not reasonably be expected to result in a Material Adverse Effect, and (d) will not result in the creation or imposition of any Lien on any asset of any Loan Party, except Liens created under the Loan Documents, the Orders and Permitted Encumbrances.

Appears in 1 contract

Samples: Superpriority Secured Debtor in Possession Credit Agreement (Toys R Us Inc)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could would not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Governing Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii‎(b)‎(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c‎(c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Concrete Pumping Holdings, Inc.)

Governmental Approvals; No Conflicts. The execution and delivery of each Loan Document by each Loan Party party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the filings described in Perfection Requirements and (iii) such consents, approvals, registrations, filings, or other actions the failure to obtain or make which could would not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) subject to the Legal Reservations, Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii), could would reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under any material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c), could would reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Term Loan Agreement (Concrete Pumping Holdings, Inc.)

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