Common use of No Existing Violations Clause in Contracts

No Existing Violations. Neither the Company nor any of its subsidiaries is (i) in violation of its charter, bylaws or other constitutive document; (ii) in default (or, with the giving of notice or lapse of time, would be in default) (“Default”) under any indenture, mortgage, loan or credit agreement, note, contract, franchise, lease or other instrument to which the Company or any of its subsidiaries is a party, or by which it or any of them may be bound (including, without limitation, the Company’s Second Amended and Restated Revolving Credit and Guaranty Agreement, dated as of February 17, 2016 (as amended, restated or otherwise modified prior to the Closing Date, including by Amendment No. 1 to Second Amended and Restated Credit and Guaranty Agreement, dated as of February 27, 2017 and by Amendment No. 2 to Second Amended and Restated Credit and Guaranty Agreement, dated as of February 16, 2018, together, the “Credit Agreement”)), the Indenture, dated as of March 30, 2011, between the Company and Deutsche Bank Trust Company Americas, as trustee, as supplemented prior to the Closing Date, the Indenture, dated as of March 15, 2012, between the Company, Wilmington Trust, National Association, as trustee and Deutsche Bank Trust Company Americas, as paying agent, security registrar and authenticating agent, as supplemented prior to the Closing Date, and the Base Indenture), or to which any of the property or assets of the Company or any of its subsidiaries is subject (each, an “Existing Instrument”); or (iii) in violation of any law, statute, rule or regulation or any judgment, order, or decree of any court or arbitrator or governmental or regulatory authority applicable to it, except in the case of clauses (i) (as to subsidiaries), (ii) and (iii) above or for such Defaults or violations as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, or as otherwise disclosed in the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Cit Group Inc)

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No Existing Violations. Neither the Company nor any of its subsidiaries is (i) in violation of its charter, bylaws or other constitutive document; (ii) in default (or, with the giving of notice or lapse of time, would be in default) (“Default”) under any indenture, mortgage, loan or credit agreement, note, contract, franchise, lease or other instrument to which the Company or any of its subsidiaries is a party, or by which it or any of them may be bound (including, without limitation, the Company’s Second Amended and Restated Revolving Credit and Guaranty Agreement, dated as of February 17, 2016 (as amended, restated or otherwise modified prior to the Closing Date, including by Amendment No. 1 to Second Amended and Restated Credit and Guaranty Agreement, dated as of February 27, 2017 and by Amendment No. 2 to Second Amended and Restated Credit and Guaranty Agreement, dated as of February 16, 2018, together, the “Credit Agreement”)), the Indenture, dated as of March 30, 2011, between the Company and Deutsche Bank Trust Company Americas, as trustee, as supplemented prior to the Closing Date, the Indenture, dated as of March 15, 2012, between the Company, Company and Wilmington Trust, National Association, as trustee and Deutsche Bank Trust Company Americas, as paying agent, security registrar and authenticating agenttrustee, as supplemented prior to the Closing Date, and the Base IndentureIndenture as supplemented prior to the Closing Date)), or to which any of the property or assets of the Company or any of its subsidiaries is subject (each, an “Existing Instrument”); or (iii) in violation of any law, statute, rule or regulation or any judgment, order, or decree of any court or arbitrator or governmental or regulatory authority applicable to it, except in the case of clauses (i) (as to subsidiaries), (ii) and (iii) above or for such Defaults or violations as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, or as otherwise disclosed in the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Cit Group Inc)

No Existing Violations. Neither the Company nor any of its subsidiaries is (i) in violation of its charter, bylaws or other constitutive document; (ii) in default (or, with the giving of notice or lapse of time, would be in default) (“Default”) under any indenture, mortgage, loan or credit agreement, note, contract, franchise, lease or other instrument to which the Company or any of its subsidiaries is a party, or by which it or any of them may be bound (including, without limitation, the Company’s Second Amended and Restated Revolving Credit and Guaranty Agreement, dated as of February 17, 2016 (as amended, restated or otherwise modified prior to the Closing Date, including by Amendment No. 1 to Second Amended and Restated Credit and Guaranty Agreement, dated as of February 27, 2017 and by Amendment No. 2 to Second Amended and Restated Credit and Guaranty Agreement, dated as of February 16, 2018, together, the “Credit Agreement”)), the Indenture, dated as of March 30, 2011, between the Company and Deutsche Bank Trust Company Americas, as trustee, as supplemented prior to the Closing Date, and the Indenture, dated as of March 15, 2012, between the Company, Wilmington Trust, National Association, as trustee and Deutsche Bank Trust Company Americas, as paying agent, security registrar and authenticating agent, Base Indenture as supplemented prior to the Closing Date, and the Base Indenture), or to which any of the property or assets of the Company or any of its subsidiaries is subject (each, an “Existing Instrument”); or (iii) in violation of any law, statute, rule or regulation or any judgment, order, or decree of any court or arbitrator or governmental or regulatory authority applicable to it, except in the case of clauses (i) (as to subsidiaries), (ii) and (iii) above or for such Defaults or violations as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, or as otherwise disclosed in the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Cit Group Inc)

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No Existing Violations. Neither the Company nor any of its subsidiaries is (i) in violation of its charter, bylaws or other constitutive document; (ii) in default (or, with the giving of notice or lapse of time, would be in default) (“Default”) under any indenture, mortgage, loan or credit agreement, note, contract, franchise, lease or other instrument to which the Company or any of its subsidiaries is a party, or by which it or any of them may be bound (including, without limitation, the Company’s Second Amended and Restated Revolving Credit and Guaranty Agreement, dated as of February 17, 2016 (as amended, restated or otherwise modified prior to the Closing Date, including by Amendment No. 1 to Second Amended and Restated Credit and Guaranty Agreement, dated as of February 27, 2017 and by Amendment No. 2 to Second Amended and Restated Credit and Guaranty Agreement, dated as of February 16, 2018, together, the “Credit Agreement”)), the Indenture, dated as of March 30, 2011, between the Company and Deutsche Bank Trust Company Americas, as trustee, as supplemented prior to the Closing Date, the Indenture, dated as of March 15, 2012, between the Company, Wilmington Trust, National Association, as trustee and Deutsche Bank Trust Company Americas, as paying agent, security registrar and authenticating agent, as supplemented prior to the Closing Date, the Indenture, dated as of March 9, 2018, between the Company, Wilmington Trust, National Association, as trustee and Deutsche Bank Trust Company Americas, as paying agent, security registrar and authenticating agent (as amended, restated, modified or supplemented prior to the Base Closing Date, including by the Second Supplemental Indenture, expected to be entered into on or prior to the Closing Date), or to which any of the property or assets of the Company or any of its subsidiaries is subject (each, an “Existing Instrument”); or (iii) in violation of any law, statute, rule or regulation or any judgment, order, or decree of any court or arbitrator or governmental or regulatory authority applicable to it, except in the case of clauses (i) (as to subsidiaries), (ii) and (iii) above or for such Defaults or violations as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, or as otherwise disclosed in the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Cit Group Inc)

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