Common use of Power and Authority; No Conflicts Clause in Contracts

Power and Authority; No Conflicts. The execution, delivery and performance by such Borrower of the Facility Documents to which he or it is a party do not and will not: (a) violate any provision of, or require any filing (other than the filing of the financing statements contemplated by the Collateral Documents), registration, consent or approval under, any law, rule, regulation (including, without limitation, Regulation U), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to such Borrower; (b) result in a breach of or constitute a default or require any consent under any indenture or loan or credit agreement or any other agreement, lease or instrument to which such Borrower is a party or by which he or his properties may be bound or affected; (c) result in, or require, the creation or imposition of any Lien (other than as created under the Collateral Documents) upon or with respect to any of the properties now owned or hereafter acquired by such Borrower; (d) cause such Borrower to be in default under any such law, rule, regulation, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument; or (e) in the case of [***], contravene its certificate of incorporation or bylaws.

Power and Authority; No Conflicts. The execution, delivery and performance by such the Borrower and the Guarantors of each of the Facility Documents to which he or it is a party have been duly authorized by all necessary corporate action and do not and will not: (a) require any consent or approval of the stockholders of the Borrower or any of the Guarantors; (b) contravene the charter or by-laws of the Borrower or any of the Guarantors; (c) violate any provision of, or require any filing (other than the filing of the financing statements contemplated by the Collateral Documents)filing, registration, consent or approval under, any law, rule, regulation (including, without limitation, the provisions of Regulation UT, U or X of the Board of Governors of the Federal Reserve system as in effect from time to time), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to such the Borrower; (bd) result in a breach of or constitute a default or require any consent under any indenture or loan or credit agreement or any other agreement, lease or instrument to which such the Borrower or any of the Guarantors is a party or by which he properties of the Borrower or his properties any of the Guarantors may be bound or affected; (ce) result in, in or require, require the creation or imposition of any Lien (other than as created under the Collateral Documents) upon or with respect to any of the properties now owned or hereafter acquired by such Borrowerthe Borrower or any of the Guarantors except in favor of the Banks as herein provided; or (df) cause such the Borrower or any of the Guarantors to be in default under any such law, rule, regulation, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument; or (e) in the case of [***], contravene its certificate of incorporation or bylaws.

Power and Authority; No Conflicts. The execution, delivery and performance by such Borrower each of the Obligors of the Facility Documents to which he or it is a party have been duly authorized by all necessary limited liability company, corporate and partnership action and do not and will not: (a) require any consent or approval of its members which has not been obtained; (b) contravene its organizational documents; (c) violate any provision of, or require any filing (other than the filing filings required pursuant to the terms of the financing statements contemplated by the Collateral Security Documents), registration, consent or approval under, any law, rule, regulation (including, without limitation, Regulation U), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to such Borrowerthe Parent or any of its Subsidiaries; (bd) result in a breach of or constitute a default or require any consent under any indenture or loan or credit agreement agreement, or any other agreement, lease or instrument to which such Borrower the Parent or any of its Subsidiaries is a party or by which he or his properties their respective Properties may be bound or affected; (ce) result in, or require, the creation or imposition of any Lien (other than as created under the Collateral Security Documents) ), upon or with respect to any of the properties Properties now owned or hereafter acquired by such Borrowerthe Parent or any of its Subsidiaries; or (df) cause such Borrower the Parent or any of its Subsidiaries to be in default under any such law, rule, regulation, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument; or (e) in the case of [***], contravene its certificate of incorporation or bylaws.

Power and Authority; No Conflicts. The execution, delivery and performance by such Borrower of the Facility Loan Documents to which he or it is a party have been duly authorized by all necessary action and do not and will not: (a) require any consent or approval of its partners; (b) contravene its charter or by-laws; (c) violate any provision of, or require any filing (other than the filing of the financing statements contemplated by the Collateral Documents)filing, registration, consent or approval under, any law, rule, regulation (including, without limitation, Regulation U)regulation, order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to such Borrower; Borrower or affiliates, (bd) result in a breach of of, or constitute a default or require any consent, which consent has not been obtained, under any indenture or loan or credit agreement or any other agreement, lease or instrument to which such Borrower is a party or by which he it or his its properties may be bound or affected; (ce) result in, or require, the creation or imposition of any Lien (other than as created under the Collateral Documents) Lien, upon or with respect to any of the properties now owned or hereafter acquired by such BorrowerBorrower except Liens securing the Loan; or (df) cause such Borrower to be in default under any such law, rule, regulation, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument; or (e) in the case of [***], contravene its certificate of incorporation or bylaws.

Power and Authority; No Conflicts. The execution, delivery and performance by such Borrower each of the Obligers of the Amended Facility Documents to which he or it is a party have been duly authorized by all necessary corporate, partnership and limited liability company action and do not and will not: (a) require any consent or approval of its members which has not been obtained; (b) contravene its organizational documents; (c) violate any provision of, or require any filing (other than the filing filings required pursuant to the terms of the financing statements contemplated by the Collateral Security Documents), registration, consent or approval under, any law, rule, regulation (including, without limitation, Regulation U), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to such Borrowerthe Parent or any of its Subsidiaries; (bd) result in a breach of or constitute a default or require any consent under any indenture or loan or credit agreement agreement, or any other agreement, lease or instrument to which such Borrower the Parent or any of its Subsidiaries is a party or by which he or his properties their respective Properties may be bound or affected; (ce) result in, or require, the creation or imposition of any Lien (other than as created under the Collateral Security Documents) ), upon or with respect to any of the properties Properties now owned or hereafter acquired by such Borrowerthe Parent or any of its Subsidiaries; or (df) cause such Borrower the Parent or any of its Subsidiaries to be in default under any such law, rule, regulation, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument; or (e) in the case of [***], contravene its certificate of incorporation or bylaws.

Power and Authority; No Conflicts. The execution, delivery and performance by such Borrower each of the Obligors of the Facility Documents to which he or it is a party have been duly authorized by all necessary corporate, partnership or limited liability company action and do not and will not: (a) require any consent or approval of its stockholders, partners or members; (b) contravene its charter or by-laws or partnership or operating agreement; (c) violate any provision of, or require any filing (other than the filing of filings required under the financing statements contemplated by the Collateral Security Documents), registration, consent or approval under, any law, rule, regulation (including, without limitation, Regulation U), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to such Borrowerany Consolidated Entity; (bd) result in a breach of or constitute a default or require any consent under any indenture or loan or credit agreement or any other agreement, lease or instrument to which such Borrower any Consolidated Entity is a party or by which he it or his its properties may be bound or affectedaffected if such breach, default or failure to obtain consent could reasonably be expected to have a Material Adverse Effect; (ce) result in, or require, the creation or imposition of any Lien (other than as created under the Collateral Security Documents) ), upon or with respect to any of the properties now owned or hereafter acquired by such Borrowerany Consolidated Entity; or (df) cause such Borrower any Consolidated Entity to be in default under any such law, rule, regulation, order, writ, judgment, injunction, decree, determination or award or or, if such default could reasonably be expected to have a Material Adverse Effect, any such indenture, agreement, lease or instrument; or (e) in the case of [***], contravene its certificate of incorporation or bylaws.

Power and Authority; No Conflicts. The execution, delivery and performance by such the Borrower of the Facility Loan Documents to which he or it is a party have been duly authorized and do not and will not: (a1) contravene the Borrower's articles of incorporation, by-laws or other formation documents; (2) violate any provision of, or require any filing (other than the filing of the financing statements contemplated by the Collateral Documentsthis Agreement), registration, consent or approval under, under any law, rule, regulation (including, without limitation, Regulation U)Law, order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to such the Borrower; (b3) result in a breach of or constitute a default under or require any consent (not already obtained) under any indenture or loan or credit agreement or other agreement evidencing an obligation for borrowed money or any other material agreement, lease or instrument to which such the Borrower is a party or by which he it or his its properties may be bound or affected; (c4) result in, or require, the creation or imposition of any Lien (other than as created under the Collateral Documentsthis Agreement) upon or with respect to any of the properties now owned or hereafter acquired by such the Borrower; or (d5) cause such the Borrower to be in default under any such law, rule, regulationLaw, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument; or (e) in the case of [***], contravene its certificate of incorporation or bylaws.

Power and Authority; No Conflicts. The execution, delivery and performance by such each of Borrower and each of the Facility Guarantors of the Loan Documents to which he or it is a party have been duly authorized by all necessary action and do not and will not: not (a) require any consent or approval of its stockholders or other equity holders that has not been obtained, (b) contravene its charter, by-laws or other governing instruments, (c) violate any provision of, or require any filing (other than the filing of the financing statements filings contemplated hereby and/or by the Collateral other Loan Documents), registration, consent or approval under, any law, rule, regulation (including, without limitation, the provisions of Regulation UG, T, U or X of the Board of Governors of the Federal Reserve System as in effect from time to time), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to Borrower or such Borrower; Guarantor, (bd) result in a breach of or constitute a default or require any consent under any indenture or loan or credit agreement or any other agreement, lease or instrument to which Borrower or such Borrower Guarantor is a party or by which he or his any of its properties may be bound or affected; , (ce) result in, or require, the creation or imposition of any Lien (other than as created under the Collateral Documents) Lien, upon or with respect to any of the properties now owned or hereafter acquired by Borrower or such Borrower; Guarantor, or (df) cause Borrower or such Borrower Guarantor to be in default under any such law, rule, regulation, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument; or (e) in the case of [***], contravene its certificate of incorporation or bylaws.

Power and Authority; No Conflicts. The execution, delivery and performance by such Borrower each of the Obligors of the Facility Documents to which he or it is a party have been duly authorized by all necessary corporate, partnership or limited liability company action and do not and will not: (a) require any consent or approval of its stockholders, partners or members; (b) contravene its organizational documents; (c) violate any provision of, or require any filing (other than the filing of the financing statements contemplated by the Collateral DocumentsSecurity Agreement and the filing of the Trademark Security Agreement), registration, consent or approval under, any law, rule, regulation (including, without limitation, Regulation U), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to such Borrowerany Consolidated Entity; (bd) result in a breach of or constitute a default or require any consent under any indenture or loan or credit agreement or any other agreement, lease or instrument to which such Borrower any Consolidated Entity is a party or by which he it or his its properties may be bound or affectedaffected if such breach, default or failure to obtain consent could reasonably be expected to have a Material Adverse Effect; (ce) result in, or require, the creation or imposition of any Lien (other than as created under the Collateral Security Documents) ), upon or with respect to any of the properties now owned or hereafter acquired by such Borrowerany Consolidated Entity; or (df) cause such Borrower any Consolidated Entity to be in default under any such law, rule, regulation, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument; or (e) in the case of [***], contravene its certificate of incorporation or bylawsinstrument if such default could reasonably be expected to have a Material Adverse Effect.