Common use of No Additional Authorization Required Clause in Contracts

No Additional Authorization Required. Except for (a)(i) the ROF, (ii) the registration of the schedules of payment (esquema de pagamentos) within the ROF with the Central Bank, which will enable the Borrower to make remittances from Brazil in order to effect payment of scheduled principal and interest with respect to the Loans and the fees, expenses and commissions referred to in the Loan Documents that will not be paid on the date of the entrance of the funds into Brazil (the “Schedule of Payments”), (iii) any further special authorization from, or notice to, as the case may be, the Central Bank that will enable the Borrower to make payments that are specifically covered by the ROF and the Schedule of Payments on a date which is after the 120th day from the original scheduled due date of such payment and (iv) any further special authorization from the Central Bank which will enable the Borrower to make remittances from Brazil to make payments under the Loan Documents not specifically covered by the ROF and the Schedule of Payments and (b) the filing of (i) the Loan Documents, together with a Portuguese sworn translation thereof, with the competent Brazilian registry of Deeds and Documents, and (ii) the Brazil Mortgage with the competent Brazilian registry of real estate properties, all Governmental Approvals and other actions by, and all notices to and filings and registrations with, any Governmental Authority, and all third-party approvals required for (x) the due execution, delivery and performance by the Borrower of the Loan Documents, (y) the legality, validity or enforceability of the Loan Documents and (z) the perfection or maintenance of the Liens created under the Security Documents (including the priority set forth therein) and the exercise by any Lender of its rights under the Loan Documents or the remedies in respect of the Collateral pursuant to the Security Documents, have been obtained and are in full force and effect and true copies thereof have been provided to the Lenders.

No Additional Authorization Required. Except for for: (a)(ii) the ROFregistration with the Central Bank of any export pre-payment arrangements entered into between Newark and VCP (or any of its Subsidiaries) pursuant to Section 8.6(b), (ii) the registration any prior approval of the schedules Central Bank for any capital contribution from VCP Exportadora to Newark pursuant to Section 8.13(a), and (iii) the filing of payment a UCC financing statement in the District of Columbia (esquema de pagamentoswith respect to Newark and VCP Trading N.V.) within and Delaware (with respect to VCP North America Inc.) in favor of the ROF with Collateral Agent (on behalf of the Central Bank, which will enable the Borrower to make remittances from Brazil in order to effect payment of scheduled principal and interest Secured Parties) with respect to the Loans and the fees, expenses and commissions referred to in the Loan Documents that will not be paid Liens on the date of the entrance of the funds into Brazil (the “Schedule of Payments”), (iii) any further special authorization from, or notice to, as the case may be, the Central Bank that will enable the Borrower to make payments that are specifically covered by the ROF and the Schedule of Payments on a date which is after the 120th day from the original scheduled due date of such payment and (iv) any further special authorization from the Central Bank which will enable the Borrower to make remittances from Brazil to make payments under the Loan Documents not specifically covered by the ROF and the Schedule of Payments and (b) the filing of (i) the Loan Documents, together with a Portuguese sworn translation thereof, with the competent Brazilian registry of Deeds and Documents, and (ii) the Brazil Mortgage with the competent Brazilian registry of real estate propertiesCollateral, all Governmental Approvals and other actions by, and all notices to and filings and registrations with, any Governmental Authority, and all third-party approvals approvals, required for (x) the due execution, delivery and performance by each of the Borrower Obligors of the Loan Documents, (y) Documents and the Sales Agreements to which it is a party and for the legality, validity or enforceability of the Loan Documents and (z) the perfection or maintenance of the Liens created under the Security Documents (including the priority set forth therein) and the exercise by any Lender of its rights under the Loan Documents or the remedies in respect of the Collateral pursuant to the Security Documents, Sales Agreements have been obtained and are in full force and effect and true copies thereof have been provided to the LendersAdministrative Agent; it being understood that the prior approval of the Central Bank of the Guaranties of VCP Exportadora and VCP under Articles XI or XII is not required for the legality, validity or enforceability thereof but that the absence of such approval may affect VCP Exportadora's and VCP's ability to remit funds abroad from Brazil to satisfy obligations thereunder and, whether so approved or not, Central Bank approval would generally be required before either VCP Exportadora or VCP could remit funds abroad from Brazil to satisfy obligations thereunder (which approval is subject to the sole discretion of the Central Bank). In addition, notwithstanding anything herein to the contrary, certain Governmental Approvals are required in connection with the export of Products from Brazil, but VCP and VCP Exportadora have no reason to believe that any such Governmental Approvals would not be obtained. In addition to the above, in order to preserve priority with respect to any Liens granted by Newark should any application to determine priority come before a court in the British Virgin Islands, the relevant particulars of the Security Agreement should be entered in the register of mortgages and charges maintained by Newark at its registered office, in a form satisfactory to the Collateral Agent, and should be duly signed by the registered agent of Newark in the British Virgin Islands.

No Additional Authorization Required. Except for for: (a)(i) the ROF, (iia) the registration of the schedules of payment (esquema de pagamentos) within the ROF with the Central BankBank of any export pre-payment arrangements entered into between Newark or the Trading Company on the one hand, which will enable and VCP Exportadora, on the Borrower other hand, pursuant to make remittances Section 8.6(b), (b) any prior approval of the Central Bank for any capital contribution from Brazil VCP or VCP Exportadora to Newark or any Trading Company pursuant to Section 8.13, and (c) the filing of a UCC financing statement in order the District of Columbia (with respect to effect payment VCP Exportadora, Newark and the Borrower) and Delaware (with respect to VCP NA) in favor of scheduled principal and interest the Collateral Agent (on behalf of the Secured Parties) with respect to the Loans and the fees, expenses and commissions referred to in the Loan Documents that will not be paid Liens on the date of the entrance of the funds into Brazil (the “Schedule of Payments”), (iii) any further special authorization from, or notice to, as the case may be, the Central Bank that will enable the Borrower to make payments that are specifically covered by the ROF and the Schedule of Payments on a date which is after the 120th day from the original scheduled due date of such payment and (iv) any further special authorization from the Central Bank which will enable the Borrower to make remittances from Brazil to make payments under the Loan Documents not specifically covered by the ROF and the Schedule of Payments and (b) the filing of (i) the Loan Documents, together with a Portuguese sworn translation thereof, with the competent Brazilian registry of Deeds and Documents, and (ii) the Brazil Mortgage with the competent Brazilian registry of real estate propertiesCollateral, all Governmental Approvals and other actions by, and all notices to and filings and registrations with, any Governmental Authority, and all third-party approvals approvals, required for (x) the due execution, delivery and performance by each of the Borrower Obligors and the Trading Company of the Loan Documents, (y) Documents and the Sales Agreements to which it is a party and for the legality, validity or enforceability of the Loan Documents and (z) the perfection or maintenance of the Liens created under the Security Documents (including the priority set forth therein) and the exercise by any Lender of its rights under the Loan Documents or the remedies in respect of the Collateral pursuant to the Security Documents, Sales Agreements have been obtained and are in full force and effect and true copies thereof have been provided to the LendersAdministrative Agent; it being understood that the prior approval of the Central Bank of the Guaranties of VCP Exportadora and VCP under Articles XI or XII is not required for the legality, validity or enforceability thereof but that the absence of such approval may affect VCP Exportadora's and VCP's ability to remit funds abroad from Brazil to satisfy obligations thereunder and, whether so approved or not, Central Bank approval would generally be required before either VCP Exportadora or VCP could remit funds abroad from Brazil to satisfy obligations thereunder (which approval is subject to the sole discretion of the Central Bank). In addition, notwithstanding anything herein to the contrary, certain Governmental Approvals are required in connection with the export of Products from Brazil, but VCP and VCP Exportadora have no reason to believe that any such Governmental Approvals would not be obtained. In addition to the above, in order to preserve priority with respect to any Liens granted by Newark should any application to determine priority come before a court in the British Virgin Islands, the relevant particulars of the Security Agreement should be entered in the register of mortgages and charges maintained by Newark at its registered office, in a form satisfactory to the Collateral Agent, and should be duly signed by the registered agent of Newark in the British Virgin Islands.

No Additional Authorization Required. Except for for: (a)(ii) the ROFregistration with the Central Bank of any export pre-payment arrangements entered into between Newark and VCP (or any of its Subsidiaries) pursuant to Section 8.6(b), (ii) the registration any prior approval of the schedules Central Bank for any capital contribution from VCP Exportadora to Newark pursuant to Section 8.13(a), and (iii) the filing of payment a UCC financing statement in the District of Columbia (esquema de pagamentoswith respect to Newark and VCP Trading N.V.) within and Delaware (with respect to VCP North America Inc.) in favor of the ROF with Collateral Agent (on behalf of the Central Bank, which will enable the Borrower to make remittances from Brazil in order to effect payment of scheduled principal and interest Secured Parties) with respect to the Loans and the fees, expenses and commissions referred to in the Loan Documents that will not be paid Liens on the date of the entrance of the funds into Brazil (the “Schedule of Payments”), (iii) any further special authorization from, or notice to, as the case may be, the Central Bank that will enable the Borrower to make payments that are specifically covered by the ROF and the Schedule of Payments on a date which is after the 120th day from the original scheduled due date of such payment and (iv) any further special authorization from the Central Bank which will enable the Borrower to make remittances from Brazil to make payments under the Loan Documents not specifically covered by the ROF and the Schedule of Payments and (b) the filing of (i) the Loan Documents, together with a Portuguese sworn translation thereof, with the competent Brazilian registry of Deeds and Documents, and (ii) the Brazil Mortgage with the competent Brazilian registry of real estate propertiesCollateral, all Governmental Approvals and other actions by, and all notices to and filings and registrations with, any Governmental Authority, and all third-party approvals approvals, required for (x) the due execution, delivery and performance by each of the Borrower Obligors of the Loan Documents, (y) Documents and the Sales Agreements to which it is a party and for the legality, validity or enforceability of the Loan Documents and (z) the perfection or maintenance of the Liens created under the Security Documents (including the priority set forth therein) and the exercise by any Lender of its rights under the Loan Documents or the remedies in respect of the Collateral pursuant to the Security Documents, Sales Agreements have been obtained and are in full force and effect and true copies thereof have been provided to the LendersAdministrative Agent; it being understood that the prior approval of the Central Bank of the Guaranties of VCP Exportadora and VCP under Articles XI or XII is not required for the legality, validity or enforceability thereof but that the absence of such approval may affect VCP Exportadora's and VCP's ability to remit funds abroad from Brazil to satisfy obligations thereunder and, whether so approved or not, Central Bank approval would generally be required before either VCP Exportadora or VCP could remit funds abroad from Brazil to satisfy obligations thereunder (which approval is subject to the sole discretion of the Central Bank). In addition, notwithstanding anything herein to the contrary, certain Governmental Approvals are required in connection with the export of Products from Brazil, but VCP and VCP Exportadora have no reason to believe that any such Governmental Approvals would not be obtained. In addition to the above, in order to preserve priority with respect to any Liens granted by Newark should any application to determine priority come before a court in the British Virgin Islands, the relevant particulars of the Security Agreement should be entered in the Credit Agreement 35 register of mortgages and charges maintained by Newark at its registered office, in a form satisfactory to the Collateral Agent, and should be duly signed by the registered agent of Newark in the British Virgin Islands.