Common use of No Conflicts, Consents, etc Clause in Contracts

No Conflicts, Consents, etc. No consent of any party (including, without limitation, equityholders or creditors of such Grantor) and no consent, authorization, approval, license or other action by, and no notice to or filing with, any Governmental Authority or regulatory body or other Person is required for the grant of the security interest by such Grantor of the Collateral pledged by it pursuant to this Security Agreement or for the execution, delivery or performance hereof by such Grantor, except for the perfection or maintenance of the Liens created under this Security Agreement (including the first priority nature thereof, subject to Permitted Encumbrances having priority by operation of law and, with respect to the ABL Priority Collateral, to Permitted Encumbrances permitted by clause (t) of the definition of “Permitted Encumbrances” in the Credit Agreement) and such consents which have been obtained or made prior to the date hereof and are in full force and effect. Following the occurrence and during the continuation of an Event of Default, if the Collateral Agent desires to exercise any remedies, voting or consensual rights or attorney-in-fact powers set forth in this Security Agreement and determines it necessary to obtain any approvals or consents of any Governmental Authority or any other Person therefor, then, upon the reasonable request of the Collateral Agent, such Grantor agrees to use commercially reasonable efforts to assist and aid the Collateral Agent to obtain as soon as commercially practicable any necessary approvals or consents for the exercise of any such remedies, rights and powers.

Appears in 2 contracts

Samples: Credit Agreement (Supervalu Inc), Intercreditor Agreement (Supervalu Inc)

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No Conflicts, Consents, etc. No consent of any party (including, without limitation, equityholders equity holders or creditors of such Grantor) and no consent, authorization, approval, license or other action by, and no notice to or filing with, any Governmental Authority or regulatory body or other Person is required (A) for the grant of the security interest by such Grantor of the Collateral pledged by it pursuant to this Security Agreement or for the execution, delivery or performance hereof by such Grantor, except (B) for the perfection or maintenance exercise by the Collateral Agent of the Liens created under voting or other rights provided for in this Security Agreement or (including C) for the first priority nature thereof, subject to Permitted Encumbrances having priority exercise by operation of law and, with respect to the ABL Priority Collateral, to Permitted Encumbrances permitted by clause (t) Collateral Agent of the definition remedies in respect of “Permitted Encumbrances” the Collateral pursuant to this Security Agreement except, in the Credit Agreement) and each case, for such consents which have been obtained or made prior to the date hereof and are in full force and effector, with respect to Collateral acquired after the date hereof, as of the date of such acquisition. Following the occurrence and during the continuation of an Event of Default, if the Collateral Agent desires to exercise any remedies, voting or consensual rights or attorney-in-fact powers set forth in this Security Agreement and determines it necessary to obtain any approvals or consents of any Governmental Authority or any other Person therefor, then, upon the reasonable request of the Collateral Agent, such Grantor agrees to use commercially reasonable efforts to assist and aid the Collateral Agent to obtain as soon as commercially practicable any necessary approvals or consents for the exercise of any such remedies, rights and powers.

Appears in 2 contracts

Samples: Security Agreement (FDO Holdings, Inc.), Security Agreement (FDO Holdings, Inc.)

No Conflicts, Consents, etc. No consent of any party (including, without limitation, equityholders equity holders or creditors of such Grantor) and no consent, authorization, approval, license or other action by, and no notice to or filing (other than filings with the SEC pursuant to the Securities Laws) with, any Governmental Authority or regulatory body or other Person is required (A) for the grant of the security interest by such Grantor of in the Collateral pledged by it pursuant to this Security Agreement or for the execution, delivery or performance hereof by such Grantor, except (B) for the perfection or maintenance exercise by the Collateral Agent of the Liens created under voting or other rights provided for in this Security Agreement or (including C) for the first priority nature thereof, subject to Permitted Encumbrances having priority exercise by operation of law and, with respect to the ABL Priority Collateral, to Permitted Encumbrances permitted by clause (t) Collateral Agent of the definition remedies in respect of “Permitted Encumbrances” the Collateral pursuant to this Security Agreement except, in the Credit Agreement) and each case, for such consents which have been obtained or made prior to the date hereof and are in full force and effecthereof. Following the occurrence and during the continuation of an Event of Default, if the Collateral Agent desires to exercise any remedies, voting or consensual rights or attorney-in-fact powers set forth in this Security Agreement and determines it necessary to obtain any approvals or consents of any Governmental Authority or any other Person therefor, then, upon the reasonable request of the Collateral Agent, such Grantor agrees to use commercially reasonable efforts to assist and aid the Collateral Agent to obtain as soon as commercially practicable any necessary approvals or consents for the exercise of any such remedies, rights and powers.

Appears in 1 contract

Samples: Security Agreement (Hancock Fabrics Inc)

No Conflicts, Consents, etc. No consent of any party (including, without limitation, equityholders equity holders or creditors of such Grantor) and no consent, authorization, approval, license or other action by, and no notice to or filing with, any Governmental Authority or regulatory body or other Person is required (A) for the grant of the security interest by such Grantor of the Collateral pledged by it pursuant to this Security Agreement or for the execution, delivery or performance hereof by such Grantor, except (B) for the perfection or maintenance exercise by the Collateral Agent of the Liens created under voting or other rights provided for in this Security Agreement or (including C) for the first priority nature thereof, subject to Permitted Encumbrances having priority exercise by operation of law and, with respect to the ABL Priority Collateral, to Permitted Encumbrances permitted by clause (t) Collateral Agent of the definition remedies in respect of “Permitted Encumbrances” the Collateral pursuant to this Security Agreement except, in the Credit Agreement) and each case, for such consents which have been obtained or made prior to the date hereof or the lack thereof would not have and are in full force and effectreasonably could not have a Material Adverse Effect. Following the occurrence and during the continuation of an Event of Default, if the Collateral Agent desires to exercise any remedies, voting or consensual rights or attorney-in-fact powers set forth in this Security Agreement and determines it necessary to obtain any approvals or consents of any Governmental Authority or any other Person therefor, then, upon the reasonable request of the Collateral Agent, such Grantor agrees to use commercially reasonable efforts to assist and aid the Collateral Agent to obtain as soon as commercially practicable any necessary approvals or consents for the exercise of any such remedies, rights and powers.

Appears in 1 contract

Samples: Security Agreement (Kid Brands, Inc)

No Conflicts, Consents, etc. No Subject to the entry of the Interim Financing Order or Final Financing Order, as applicable, no consent of any party (including, without limitation, equityholders equity holders or creditors of such Grantor) and no consent, authorization, approval, license or other action by, and no notice to or filing with, any Governmental Authority or regulatory body or other Person is required (a) for the grant of the security interest by such Grantor of the Collateral pledged by it pursuant to this Security Agreement or for the execution, delivery or performance hereof by such Grantor, except (b) for the perfection or maintenance exercise by the Collateral Agent of the Liens created under voting or other rights provided for in this Security Agreement or (including c) for the first priority nature thereof, subject to Permitted Encumbrances having priority exercise by operation of law and, with respect to the ABL Priority Collateral, to Permitted Encumbrances permitted by clause (t) Collateral Agent of the definition remedies in respect of “Permitted Encumbrances” the Collateral pursuant to this Security Agreement except, in the Credit Agreement) and each case, for such consents which have been obtained or made prior to the date hereof and are in full force and effecthereof. Following the occurrence and during the continuation of an Event of Default, subject to the Financing Orders, if the Collateral Agent desires to exercise any remedies, voting or consensual rights or attorney-in-fact powers set forth in this Security Agreement and determines it necessary to obtain any approvals or consents of any Governmental Authority or any other Person therefor, then, upon the reasonable request of the Collateral Agent, such Grantor agrees to use commercially reasonable efforts to assist and aid the Collateral Agent to obtain as soon as commercially practicable any necessary approvals or consents for the exercise of any such remedies, rights and powers.

Appears in 1 contract

Samples: Security Agreement (Pacific Sunwear of California Inc)

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No Conflicts, Consents, etc. No consent of any party (including, without limitation, equityholders equity holders or creditors of such Grantor) and no consent, authorization, approval, license or other action by, and no notice to or filing with, any Governmental Authority or regulatory body or other Person is required (A) for the grant of the security interest by such Grantor of the Collateral pledged by it pursuant to this Security Agreement or for the execution, delivery or performance hereof by such Grantor, except (B) for the perfection or maintenance exercise by the Collateral Agent of the Liens created under voting or other rights provided for in this Security Agreement or (including the first priority nature thereof, C) subject to Permitted Encumbrances having priority Section 6.1 hereof, for the exercise by operation of law and, with respect to the ABL Priority Collateral, to Permitted Encumbrances permitted by clause (t) Collateral Agent of the definition remedies in respect of “Permitted Encumbrances” the Collateral pursuant to this Security Agreement except, in the Credit Agreement) and each case, for such consents which have been obtained or made prior to the date hereof and are in full force and effectfor those filings contemplated by Section 5.18 of the Credit Agreement. Following the occurrence and during the continuation of an Event of Default, if the Collateral Agent desires to exercise any remedies, voting or consensual rights or attorney-in-fact powers set forth in this Security Agreement and determines it necessary to obtain any approvals or consents of any Governmental Authority or any other Person therefor, then, upon the reasonable request of the Collateral Agent, such Grantor agrees to use commercially reasonable efforts to assist and aid the Collateral Agent to obtain as soon as commercially practicable any necessary approvals or consents for the exercise of any such remedies, rights and powers.

Appears in 1 contract

Samples: Intercreditor Agreement (Albertsons Companies, Inc.)

No Conflicts, Consents, etc. No consent of any party (including, without limitation, equityholders equity holders or creditors of such Grantor) and no consent, authorization, approval, license or other action by, and no notice to or filing with, any Governmental Authority or regulatory body or other Person is required (A) for the grant of the security interest by such Grantor of the Collateral pledged by it pursuant to this Security Agreement or for the execution, delivery or performance hereof by such Grantor, except (B) for the perfection or maintenance exercise by the Lender of the Liens created under voting or other rights provided for in this Security Agreement or (including C) for the first priority nature thereof, subject to Permitted Encumbrances having priority exercise by operation of law and, with respect to the ABL Priority Collateral, to Permitted Encumbrances permitted by clause (t) Lender of the definition remedies in respect of “Permitted Encumbrances” the Collateral pursuant to this Security Agreement except, in the Credit Agreementeach case, (x) and for such consents which have been obtained or made prior to the date hereof and are in full force and effect(y) the entry of the DIP Order(s). Following the occurrence and during the continuation of an Event of Default, subject to the DIP Order(s), if the Collateral Agent Lender desires to exercise any remedies, voting or consensual rights or attorney-in-fact powers set forth in this Security Agreement and determines it necessary to obtain any approvals or consents of any Governmental Authority or any other Person therefor, then, upon the reasonable request of the Collateral AgentLender, such Grantor agrees to use commercially reasonable efforts to assist and aid the Collateral Agent Lender to obtain as soon as commercially practicable any necessary approvals or consents for the exercise of any such remedies, rights and powers.

Appears in 1 contract

Samples: Security Agreement (Wet Seal Inc)

No Conflicts, Consents, etc. No consent of any party (including, without limitation, equityholders equity holders or creditors of such Grantor) and no consent, authorization, approval, license or other action by, and no notice to or filing with, any Governmental Authority or regulatory body or other Person is required (A) for the grant of the security interest by such Grantor of the Collateral pledged by it pursuant to this Security Agreement or for the execution, delivery or performance hereof by such Grantor, except (B) for the perfection or maintenance exercise by the Lender of the Liens created under voting or other rights provided for in this Security Agreement or (including C) for the first priority nature thereof, subject to Permitted Encumbrances having priority exercise by operation of law and, with respect to the ABL Priority Collateral, to Permitted Encumbrances permitted by clause (t) Lender of the definition remedies in respect of “Permitted Encumbrances” the Collateral pursuant to this Security Agreement except, in the Credit Agreementeach case, (x) and for such consents which have been obtained or made prior to the date hereof and are in full force and effect(y) the entry of the DIP Orders. Following the occurrence and during the continuation of an Event of Default, subject to the DIP Orders, if the Collateral Agent Lender desires to exercise any remedies, voting or consensual rights or attorney-in-fact powers set forth in this Security Agreement and determines it necessary to obtain any approvals or consents of any Governmental Authority or any other Person therefor, then, upon the reasonable request of the Collateral AgentLender, such Grantor agrees to use commercially reasonable efforts to assist and aid the Collateral Agent Lender to obtain as soon as commercially practicable any necessary approvals or consents for the exercise of any such remedies, rights and powers.

Appears in 1 contract

Samples: Security Agreement (B. Riley Financial, Inc.)

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