Common use of Governmental Authorization; Other Consents Clause in Contracts

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Company of this Agreement or any other Loan DocumentAgreement, except for (a) the perfection such approvals, consents, exemptions, authorizations, actions or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as notices that have been obtained duly obtained, taken or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan each Credit Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (bi) such as approvals, consents, exemptions, authorizations, actions or notices that have been obtained duly obtained, taken or made and are in full force and effecteffect and (ii) filings and consents contemplated by the Security Documents or Section 5.14.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for other than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created by the Collateral Documents.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as that have been obtained or made and are in full force and effect, (b) those the failure of which could not reasonably be expected to have a Material Adverse Effect and (c) with respect to execution, SEC filings.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereofthereof to the extent specified in the Security Agreement) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan each Credit Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (bi) such as approvals, consents, exemptions, authorizations, actions or notices that have been obtained duly obtained, taken or made and are in full force and effect.effect and (ii) filings and consents contemplated by the Security Documents or Section 5.14.‌

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance consents, authorizations, notices and filings described in Schedule 6.03, all of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as which have been obtained or made or have the status described in such Schedule 6.03 and are in full force and effect(b) filings to perfect the Liens created by the Collateral Documents.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan DocumentDocument to which such Person is a party, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan DocumentFinancing Agreements to which such Person is a party, except for (a) the perfection or maintenance of the Liens created under the Security Collateral Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party by the Borrower of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and, to the extent applicable, remain in effect and are in full force and effectfor filings or recordings with respect to the Collateral to be made, or otherwise delivered for filing and/or recordation, as of the Closing Date.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person with respect to any Contractual Obligation is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as Document other than those that have already been obtained or made and are in full force and effecteffect or the failure of which to have been obtained would not reasonably be expected to have a Material Adverse Effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required required, except as have been obtained or made and are in full force and effect, in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Amendment, the Amended Credit Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) Document to which such as have been obtained or made and are in full force and effectLoan Party is a party.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Credit Agreement or any other Loan Document, except for Document (other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have already been obtained or made and are in full force and effecteffect and (b) filings to perfect security interests granted pursuant to the Loan Documents).

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for Document to which it is a party other than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created by the Collateral Documents.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement Amendment or any other Loan Document, except for (a) the perfection such approvals, consents, exemptions, authorizations, actions or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as notices that have been obtained duly obtained, taken or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Company of this Agreement or any other Loan DocumentAgreement, except for (a) the perfection such approvals, consents, exemptions, authorizations, actions or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as notices that have been obtained duly obtained, taken or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the executionexecution and delivery of, delivery or and the performance by, or enforcement against, any Loan Party of the Borrower’s obligations under this Agreement or any other Loan Document, except for (a) the perfection where such approval, consent, exemption, authorization, action, notice or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have filing has been obtained or made made, and are in full force and effectexcept where the failure to do so would not reasonably be expected to have a Material Adverse Effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document (a) the perfection other than any consent or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have approval which has been obtained or made and are is in full force and effect) and except to the extent the failure to obtain the same could not reasonably be expected to have a Material Adverse Effect.

Governmental Authorization; Other Consents. No Except for such approvals, consents, exemptions, authorizations, actions, notices or filings that have been made or obtained, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (b) filings to perfect the Liens created by the Collateral Documents.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for (a) the perfection such approvals, consents, exemptions, authorizations, actions or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as notices that have been obtained duly obtained, taken or made and are in full force and effect.

Governmental Authorization; Other Consents. No Except as has been obtained by the Borrower prior to the date of this Agreement, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except or for (a) the perfection or maintenance consummation of any of the Liens created under transactions contemplated by any of the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectLoan Documents.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, by any Loan Party of this Agreement or any other Loan DocumentDocument and, except for (a) as set forth on Schedule 5.03, no consent of any other Person is required in connection with the perfection execution, delivery or maintenance performance by any Loan Party of this Agreement or any other Loan Document except any such consent the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as failure of which to obtain could not reasonably be expected to have been obtained or made and are in full force and effecta Material Adverse Effect.

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan DocumentDocument or is then necessary or required in connection with any Material Agreement, except for (a) the perfection such approvals, consents, exemptions, authorizations or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) other actions, notices or (b) such as filings that have already been duly obtained or made and that are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, authorization or approval or other action by, or and no notice to, to or filing with, any Governmental Authority governmental authority or any other Person that has not been obtained is necessary or required in connection with for the execution, due execution and delivery or performance by, or enforcement against, any Loan Party by Buyer of this Agreement or any other Loan Document, except for (a) Transaction Document to which Buyer is a party or the perfection performance by Buyer of its obligations hereunder or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectthereunder.

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for perfection actions required to be taken under any Security Instrument (a) subject to any perfection actions not required to be taken pursuant to the perfection or maintenance provisions of the Liens created under the any Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectInstrument).

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for such approvals, consents, exemptions, authorizations, actions or notices that (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained duly obtained, taken or made and are in full force and effect, (b) with respect to the Collateral, to be made or otherwise delivered to the Administrative Agent for filing and/or recordation.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) notices required by Law in connection with enforcement actions.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as approvals, consents, exemptions, authorizations, actions, notices and filings that have been obtained or made on or before the Closing Date and are in full force and effect.

Governmental Authorization; Other Consents. No approvalGovernmental Authorization, consent, exemption, authorization, or other action by, or and no notice to, to or filing with, any Governmental Authority is required to be made or obtained by any other Person is necessary or required in connection with Loan Party for the due execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan DocumentDocument to which it is a party, except for (a) those that have been obtained and remain in effect and disclosure filings that are required to be made with the perfection or maintenance of SEC in connection with the Liens created under transactions contemplated by the Security Loan Documents (including the first priority nature thereof) or and (b) such as have been obtained or made and are in full force and effectfor filings necessary to perfect Liens created pursuant to the Loan Documents.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (ii) filings to perfect the Liens created by the Collateral Documents, and (iii) approvals, consents, exemptions, authorizations or other actions, notices or filings which are not material.

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement Amendment or any other Loan Documentthe Amended Agreement, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as approvals, consents, exemptions, authorizations, actions, notices and filings which have been obtained duly obtained, taken, given or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) the filing of any applicable notices under securities laws.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Investment Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) the filing of any applicable notices under securities laws.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created by, or otherwise contemplated by, the Collateral Documents.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Pledgor of this Security Agreement or any and the other Loan Document, except for Documents to which it is a party other than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created hereunder.

Governmental Authorization; Other Consents. No Except for consents which have already been obtained, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person (other than filings under the Securities Exchange Act of 1934 and the rules and regulations of the SEC promulgated thereunder) which has not been obtained is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (ai) the perfection filings referred to in Section 5.20 or maintenance of otherwise required in order to perfect, record or maintain the Liens created security interests granted under the Security Documents and (including the first priority nature thereofii) or (b) such as have been those that, if not obtained or made and are in full force and effectmade, would not reasonably be expected to have a Material Adverse Effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection filings or maintenance recordings in respect of the Liens created under pursuant to the Security Loan Documents (including and except as may be required, in connection with the first priority nature thereof) or (b) such as have been obtained or made disposition of any Collateral, by laws generally affecting the offering and are in full force and effectsale of securities.

Governmental Authorization; Other Consents. No Other than as required in the ordinary course of business and in connection with the filing or recording of the Security Documents, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, against any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectDocument to which it is a party.

Governmental Authorization; Other Consents. No Other than as set forth in Schedule 3.03 or as required under the Security Agreement, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person which has not already been obtained is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except or for (a) the perfection or maintenance consummation of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectTransaction.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with (a) the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except or for (a) the perfection or maintenance consummation of the Liens created under transactions contemplated by the Security Loan Documents (including the first priority nature thereof) or (b) such as have been obtained the exercise by the Administrative Agent or made and are in full force and effectany Lender of its rights under the Loan Documents.

Governmental Authorization; Other Consents. No Permit, approval, consent, exemption, authorization, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, by any Loan Party of this Agreement or any other Loan Document, except for Document other than: (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents, or (c) actions necessary to comply with the Loan Documents on or after the Closing Date.

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) Documents, or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority Authority, or any other Person is necessary or required in connection with (a) the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for other than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created by the Collateral Documents.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party by the Borrower of this Agreement or any other Loan DocumentDocument to which the Borrower is a party; except to the extent that the failure to so obtain any such approval, except for (a) the perfection consent, exemption or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) authorization or (b) so perform any such as action, so provide any such notice or so make any such filing could not reasonably be expected to have been obtained or made and are in full force and effecta Material Adverse Effect.

Governmental Authorization; Other Consents. No Except as have been obtained or made and are in full force and effect on the Closing Date, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first second priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Note Party of this Agreement or any other Loan Document, except for Note Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) the filing of any applicable reports under securities laws.

Governmental Authorization; Other Consents. No Except for filings necessary to perfect and maintain Liens granted under the Loan Documents and other immaterial filings with any Governmental Authority, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except or for (a) the perfection or maintenance consummation of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectTransactions.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (ii) approvals, consents, exemptions, authorizations, actions and notices the absence of which would not reasonably be expected to result in a Material Adverse Effect.

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other material action by, or material notice to, or material filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) any filing required to release Liens securing the Existing Credit Agreement.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan each Credit Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (bi) such as approvals, consents, exemptions, authorizations, actions or notices that have been obtained duly obtained, taken or made and are in full force and effect, and (ii) filings and consents contemplated by the Security Documents or Section 5.14.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, by the Borrower or enforcement against, any Loan Party the Guarantor of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and, to the extent applicable, remain in effect and are in full force and effectfor filings or recordings with respect to the Collateral to be made, or otherwise delivered for filing and/or recordation, as of the Closing Date.

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for other than, (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (b) filings with the SEC (which filings, however, are not a condition to such execution, delivery, performance or enforcement).

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (b) filings to perfect the Liens created by the Collateral Documents.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) those that the failure to obtain could not reasonably be expected to have a Material Adverse Effect.

Governmental Authorization; Other Consents. No Except for consents which have already been obtained, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person which has not been obtained is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance consents, authorizations, notices and filings described in Schedule 6.03, all of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as which have been obtained or made or have the status described in such Schedule 6.03 and are in full force and effect(b) filings or recordations to perfect the Liens created by the Collateral Documents.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereofthereof as provided in the Intercreditor Agreement) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for Document other than any Form 8-K (aor alternative permitted disclosure document) that may be required to be filed by the perfection or maintenance of Borrower with the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectSEC.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Borrower or the Guarantor of any Loan Party of this Agreement or any other Loan DocumentDocument to which it is a party, except for (a) any such approval, consent, exemption, authorization or other action, notice or filing the perfection failure to obtain or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as make which would not reasonably be expected to have been obtained or made and are in full force and effecta Material Adverse Effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) the filing of any applicable reports under securities laws.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (b) approvals, consents, exemptions, authorizations, actions and notices the absence of which would not reasonably be expected to result in a Material Adverse Effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Borrower or any Loan Party Guarantor of this Agreement or any other Loan Document, except for other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as that have been obtained or made and are in full force and effect, (b) those the failure of which could not reasonably be expected to have a Material Adverse Effect and (c) with respect to execution, SEC filings.

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with (a) the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as the exercise by the Administrative Agent or any Lender of its rights or the remedies under the Loan Documents other than authorizations, approvals, actions, notices and filings which have been obtained or made and are in full force and effectduly obtained.

Governmental Authorization; Other Consents. No Except as set forth in Schedule 6.3 and other than actions to perfect security interests, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any such Loan Party of this Agreement or any other Loan DocumentDocument (excluding approvals, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as consents, exemptions and authorizations that have been obtained or made and are in full force and effecteffect and those that, if not made or obtained, would not (a) materially and adversely affect the validity or enforceability of any Loan Document or (b) result in a Default).

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person (other than filings under the Securities Exchange Act of 1934 and the rules and regulations of the SEC promulgated thereunder) by any Loan Party is necessary or required in connection with the execution, delivery or performance by, or enforcement or exercise of rights or remedies against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effectobtained.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) Document or with the perfection or maintenance consummation of the Liens created under the Security Documents Transaction, other than (including the first priority nature thereofi) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created by the Collateral Documents.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effecteffect and (b) filings necessary to perfect Liens created under the Loan Documents.

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party such Pledgor of this Security Agreement or any other Loan Document, except for than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created hereunder.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for other than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (ii) filings to perfect the Liens created by the Collateral Documents and (iii) in connection with any enforcement action taken under the UCC.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (ii) such approvals, consents, exemptions, authorizations, actions, notices or filings that the failure to obtain could not reasonably be in expected to have a Material Adverse Effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereofthereof subject to the Intercreditor Agreement) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No Except for consents which have already been obtained, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person which has not been obtained is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Lessee or any Loan Party Guarantor of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectOperative Agreement.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, Document except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as approvals, consents, exemptions, authorizations, actions, notices and filings which have been obtained duly obtained, taken, given or made and are in full force and effecteffect or the failure to obtain would not reasonably be expected to have a Material Adverse Effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party by the Borrower of this Agreement or any other Loan Document, Document except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have has been obtained or made and are in full force and effecteffect or except where failure thereof to be so obtained and in full force and effect could not reasonably be expected to have a Material Adverse Effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Company of this Agreement or any other Loan Document, Document except for (a) the perfection or maintenance of for recordings and filings in connection with the Liens created granted to the Administrative Agent under the Security Documents (including the first priority nature thereof) or Agreement, (b) such as have been those obtained or made on or prior to the Closing Date and are (c) those which, if not obtained or made, would not reasonably be expected to have, either individually or in full force and effectthe aggregate, a Material Adverse Effect.

Governmental Authorization; Other Consents. No Other than as previously obtained and in full force and effect, and other than the filing of security interests and notices to, and in the case of enforcement consents from, applicable regulatory authorities with respect to the Pledge Agreement, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or Agreement, any other Loan Document, except for (a) Document or the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effecttransactions contemplated thereby.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created by the Collateral Documents.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have previously been obtained or made and are currently in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereofthereof to the extent specified in the Security Documents) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) Document or the perfection or maintenance consummation of the Liens created under Transactions (other than, in the Security Documents (including case of the first priority nature thereof) consummation of the Merger, approvals, consents, exemptions, authorizations or (b) such as other actions that have been obtained or made and are taken or where the failure to do so is not, individually or in full force and effectthe aggregate, material).

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) required filings under the Securities Exchange Act of 1934.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with (a) the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as the exercise by the Administrative Agent or any Lender of its rights under the Loan Documents, other than authorizations, approvals, actions, notices and filings which have been obtained or made and are in full force and effectduly obtained.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Transaction Document (aother than (i) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have already been obtained or made and are in full force and effecteffect and (ii) filings to perfect security interests granted pursuant to the Transaction Documents).

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person (other than any of the foregoing which has been obtained or made and is in full force and effect) is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for (a) such filings as are required to be made with, and have been, or will be, made on a timely basis with, the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectSEC.

Governmental Authorization; Other Consents. No Other than actions to perfect security interests and actions which may be required of Lenders, the Administrative Agent and the L/C Issuer to qualify to engage in the types of transactions contemplated hereby, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person related to any Material Contractual Obligation, in any case that has not been obtained by the applicable Loan Party, is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of filings to perfect the Liens created under by the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectCollateral Documents.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Investment Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) the filing of any applicable notices pursuant to federal and state securities laws.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the executionexecution and delivery by any Note Party of, delivery or and the performance by, or enforcement against, by any Loan Note Party of its obligations under, this Agreement or any other Loan Note Document, except for other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens and security interests created by the Collateral Documents and (c) the filing of any applicable notices under securities laws.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan DocumentDocument (excluding approvals, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as consents, exemptions and authorizations that have been obtained or made and are in full force and effecteffect and those which, if not made or obtained, would not (a) materially and adversely affect the validity or enforceability of any Loan Document or (b) result in a Default).

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required on the part of the Borrower or any of its Subsidiaries in connection with the Transactions (including the execution, delivery or performance by, or enforcement against, any Loan by such Credit Party of this Agreement or any other each Loan DocumentDocument to which it is a party), except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effecteffect (including, without limitation, the approval of the applicable Department of each Insurance Subsidiary, if required).