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 (other than (i) any such filing necessary or advisable to perfect in favor of the Administrative Agent, for the benefit of the Secured Parties, the Liens on the Collateral and (ii) any such approval, consent, exemption, authorization, other action, notice or filing that has been obtained, taken, given or made and is in full force and effect), except to the extent that failure to do so could not reasonably be expected to have a 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 to be made or obtained by any Loan Party in connection with the execution, delivery or performance by, or enforcement against, by any Loan Party of this Agreement or any other Loan Document (other than Document, except for (i) any such filing necessary or advisable to perfect in favor of the Administrative Agentapprovals, for the benefit of the Secured Partiesconsents, the Liens on the Collateral exemptions, authorizations, actions, notices and (ii) any such approval, consent, exemption, authorization, other action, notice or filing that has filings which have been duly obtained, taken, given or made and is are in full force and effect)(ii) those approvals, except consents, exemptions, authorizations, actions, notices or filings, the failure of which to the extent that failure to do so obtain or make 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 of this Agreement or any other Loan Document (other than (i) any such filing necessary or advisable to perfect in favor of the Revolving Administrative Agent, for the benefit of the Secured Parties, the Liens on the Collateral and (ii) any such approval, consent, exemption, authorization, other action, notice or filing that has been obtained, taken, given or made and is in full force and effect), except to the extent that failure to do so 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 grant of the security interest by the Loan Parties of the Collateral pledged by the Loan Parties pursuant to the Security Documents or for the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document Document, except for (other than (ia) any such filing necessary the perfection or advisable to perfect in favor maintenance of the Administrative AgentLiens created under the Security Documents or the priority thereof, for the benefit of the Secured Parties, the Liens on the Collateral and (iib) any such approval, consent, exemption, authorization, other action, notice or filing that has as have been obtained, taken, given obtained or made and is are in full force and effect), except or (c) those approvals, consents, exemptions, authorizations or other actions, notices or filings, the failure of which to the extent that failure to do so could obtain or make would not reasonably be expected to have have, individually or in the aggregate, 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 or the ABL Loan Documents, except for (other than (ia) any such filing filings necessary or advisable to perfect in favor of the Administrative Agent, for the benefit of the Secured Parties, the Liens on the Collateral granted by the Loan Parties pursuant to the Collateral Documents, (b) the approvals, consents, exemptions, authorizations, actions, notices and (ii) any such approval, consent, exemption, authorization, other action, notice or filing filings that has have been duly obtained, taken, given or made and is are in full force and effect)effect and (c) those approvals, except consents, exemptions, authorizations or other actions, notices or filings, the failure of which to the extent that failure to do so could obtain or make would not reasonably reasonable be expected to have have, individually or in the aggregate, 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 (other than (i) any those such filing necessary or advisable to perfect in favor of the Administrative Agent, for the benefit of the Secured Parties, the Liens on the Collateral and (ii) any such approval, consent, exemption, authorization, other action, notice or filing that has as have been obtained, taken, given obtained or made and is are in full force and effect), except (ii) any filings of this Agreement and the other Loan Documents with the SEC required to be made after the extent that date hereof and (iii) such approvals, consents, exemptions, authorizations, actions or notices the failure of which to do so could obtain or make 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 (other than (i) any those such filing necessary or advisable to perfect in favor of the Administrative Agent, for the benefit of the Secured Parties, the Liens on the Collateral and (ii) any such approval, consent, exemption, authorization, other action, notice or filing that has as have been obtained, taken, given obtained or made and is are in full force and effect), except (ii) any filings of this Agreement and the other Loan Documents with the Securities and Exchange Commission required to be made after the extent that date hereof and (iii) such approvals, consents, exemptions, authorizations, actions or notices the failure of which to do so could obtain or make 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 (other than Document, or for the consummation of the Transactions, except for (i) any such filing necessary or advisable to perfect in favor of the Administrative Agentapprovals, for the benefit of the Secured Partiesconsents, the Liens on the Collateral exemptions, authorizations, actions, notices and (ii) any such approval, consent, exemption, authorization, other action, notice or filing that has filings which have been duly obtained, taken, given or made and is are in full force and effect)effect and (ii) those approvals, except consents, exemptions, authorizations or other actions, notices or filings, the failure of which to obtain or make could not, individually or in the extent that failure to do so could not aggregate, 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 (other than Document, except (i) any such filing necessary or advisable to perfect in favor of the Administrative Agent, for the benefit of the Secured Parties, the Liens on the Collateral and (ii) any such an approval, consent, exemption, authorization, or other actionaction by, or notice to, or filing that has been obtained, taken, given or made and is in full force and effect), except to with a Person other than a Governmental Authority the extent that failure to do so could absence of which would not reasonably be expected to have a Material Adverse Effect, (ii) such approvals, consents, exceptions, authorizations, other actions or notices or filings as have been obtained, taken or made, as applicable and are in full force and effect and (iii) filings with the Securities and Exchange Commission.

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 (other than (i) any such filing necessary or advisable to perfect in favor of the Administrative Agent, for the benefit of the Secured Parties, the Liens on the Collateral and (ii) any such approval, consent, exemption, authorization, other action, notice or filing (x) that has been obtained, taken, given or made and is in full force and effect), except effect or (y) the failure of which to the extent that failure to do so obtain or make could not reasonably be expected expected, individually or in the aggregate, 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 Document, except for (other than (ia) any such filing necessary or advisable to perfect in favor of the Administrative Agentapprovals, for the benefit of the Secured Partiesconsents, the Liens on the Collateral exemptions, authorizations, actions, notices and (ii) any such approval, consent, exemption, authorization, other action, notice or filing filings that has have been duly obtained, taken, given or made and is are in full force and effect), except and (b) those approvals, consents, exemptions, authorizations or other actions, notices or filings, the failure of which to the extent that failure to do so could obtain or make 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 that has not been obtained is necessary or required to be obtained by any Loan Party in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document (Document, or for the consummation of the January 2021 Credit Agreement Transactions, other than (i) any such filing necessary or advisable to perfect in favor approvals, consents, exemptions, authorizations, actions and notices the absence of the Administrative Agent, for the benefit of the Secured Parties, the Liens on the Collateral and (ii) any such approval, consent, exemption, authorization, other action, notice or filing that has been obtained, taken, given or made and is in full force and effect), except to the extent that failure to do so could which would not reasonably be expected to have have, individually or in the aggregate, 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 executionTransactions except for those approvals, delivery consents, exemptions, authorizations or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document (other than (i) any such filing necessary or advisable to perfect in favor of the Administrative Agent, for the benefit of the Secured Parties, the Liens on the Collateral and (ii) any such approval, consent, exemption, authorization, other action, notice or filing that has actions which have already been obtained, taken, given or made and is are in full force and effect)effect and those approvals, except consents, exemptions, authorizations, or other actions, the failure of which to the extent that failure to do so could obtain or make 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 (other than (i) any such filing necessary or advisable to perfect in favor of the Administrative Agent, for the benefit of the Secured Parties, the Liens on the Collateral and (ii) any such approval, consent, exemption, authorization, other action, notice or filing that has been obtained, taken, given or made and is in full force and effect), except to the extent that failure to do so 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 Borrower of this Agreement or any other Loan Document (or, with respect to the other than (i) any such filing necessary or advisable to perfect in favor of the Administrative Agent, for the benefit of the Secured Loan Parties, the Liens on Loan Documents to which such Loan Party is a party, except for (a) filings and recordings with respect to the Collateral to be made as of the Closing Date and (iib) any such approvalapprovals, consentconsents, exemptionexemptions, authorizationauthorizations, other action, notice actions or filing notices that has have been duly obtained, taken, given taken or made and is in full force and effect), except to the extent that failure to do so 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 except (other than (ia) any such filing necessary or advisable for recordings and filings in connection with the Liens granted to perfect in favor of the Administrative AgentAgent under the Security Agreement, for (b) those obtained or made on or prior to the benefit of the Secured Parties, the Liens on the Collateral Second Closing Date and (iic) any such approvalthose which, consentif not obtained or made, exemption, authorization, other action, notice or filing that has been obtained, taken, given or made and is in full force and effect), except to the extent that failure to do so could would not reasonably be expected to have have, either individually or in the aggregate, 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 (Document, other than (ix) any those such filing necessary or advisable to perfect in favor of the Administrative Agent, for the benefit of the Secured Parties, the Liens on the Collateral and (ii) any such approval, consent, exemption, authorization, other action, notice or filing that has as have been obtained, taken, given obtained or made and is are in full force and effect), except (y) any filings of this Agreement and the other Loan Documents with the SEC required to be made after the extent that date hereof, and (z) such approvals, consents, exemptions, authorizations, actions or notices the failure of which to do so obtain or make 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 executionexecution and ​ ​ delivery of, delivery or and the performance by, or enforcement against, any of the Borrower’seach Loan Party of Party’s obligations under this Agreement or any other Loan Document (other than (i) any such filing necessary or advisable Document, except in connection with security interests on the Collateral granted to perfect in favor of the Administrative Agent, for the benefit of the Secured Credit Parties, the Liens on the Collateral and (ii) any Xxxxxxxx’s SEC filings, and except where such approval, consent, exemption, authorization, other action, notice or filing that has been obtainedobtained or made, taken, given or made and is in full force and effect), except to where the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect.

Governmental Authorization; Other Consents. No Subject to the Legal Reservations, 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 for or required of a Loan Party in connection with (a) the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document Document, or (other than b) the exercise by the Lender of its rights under the Loan Documents, except for (i) any such filing necessary or advisable to perfect in favor of the Administrative Agentapprovals, for the benefit of the Secured Partiesconsents, the Liens on the Collateral exemptions, authorizations, actions, notices and (ii) any such approval, consent, exemption, authorization, other action, notice or filing that has filings which have been duly obtained, taken, given or made and is are in full force and effect)effect and (ii) those approvals, except consents, exemptions, authorizations or other actions, notices or filings, the failure of which to obtain or make could not, individually or in the extent that failure to do so could not aggregate, 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 Document, except for (other than (ia) any such filing necessary the perfection or advisable to perfect in favor maintenance of the Administrative AgentLiens created under the Security Documents (including the first priority nature thereof), for the benefit of the Secured Parties, the Liens on the Collateral and (iib) any such approval, consent, exemption, authorization, other action, notice or filing that has as have been obtained, taken, given obtained or made and is are in full force and effect), except and (c) those approvals, consents, exemptions, authorizations or other actions, notices or filings, the failure of which to the extent that failure to do so could not obtain would 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 (other than (ia) any such filing necessary or advisable to perfect in favor of the Administrative Agent, for the benefit of the Secured Parties, the Liens on the Collateral those that have already been obtained and (ii) any such approval, consent, exemption, authorization, other action, notice or filing that has been obtained, taken, given or made and is are in full force and effect), except (b) filings to perfect the extent that Liens created by the Collateral Documents, (c) filings with the SEC, including a Current Report on Form 8-K and (d) those approvals, consents, exemptions, authorizations or other actions, notices or filings, the failure of which to do so could obtain or make 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 Document, except for (other than (ia) any such filing necessary the perfection or advisable to perfect in favor maintenance of the Administrative AgentLiens created under the Security Documents (including the first priority nature thereof), for the benefit of the Secured Parties, the Liens on the Collateral and (iib) any such approval, consent, exemption, authorization, other action, notice or filing that has as have been obtained, taken, given obtained or made and is are in full force and effect), except and (c) those approvals, consents, exemptions, authorizations or other actions, notices or filings, the failure of which to the extent that failure to do so obtain 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 of this Agreement or any other Loan Document (Document, other than (i) any such filing necessary or advisable to perfect in favor of the Administrative Agentthose that have been obtained, for the benefit of the Secured Parties, the Liens on the Collateral and (ii) those that are required in connection with the exercise of remedies under the Loan Documents by the Administrative Agent or any Lender or (iii) except in the case of any such approval, consent, exemptionexemption authorization or other action by, authorizationor notice to, other action, notice or filing that has been obtainedwith, takenany Governmental Authority, given or made and is in full force and effect), except to those which the extent that failure to do so could 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 (a) the execution, delivery or performance by, or enforcement against, any Borrower of any Loan Party Document to which it is a party, or for the consummation of this Agreement the Transactions or (b) the exercise by the Administrative Agent or any other Lender of its rights under the Loan Document (other than (i) any such filing necessary or advisable to perfect in favor of the Administrative AgentDocuments, except for the benefit of the Secured Partiesapprovals, the Liens on the Collateral consents, exemptions, authorizations, actions, notices and (ii) any such approval, consent, exemption, authorization, other action, notice or filing that has filings which have been duly obtained, taken, given or made and is are in full force and effect), except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.