Common use of Representations Correct Clause in Contracts

Representations Correct. By its execution of this Joinder, each Credit Party hereby certifies that: (a) This Joinder has been duly authorized by all necessary corporate or other organizational action and has been duly executed and delivered by each Credit Party that is a party hereto and constitutes a legal, valid and binding obligation of such Credit Party, enforceable against such Credit Party in accordance with its terms, except to the extent the enforceability thereof may be limited by applicable debtor relief laws affecting creditors’ rights generally and by equitable principles of law (regardless of whether enforcement is sought in equity or at law) and implied covenants of good faith and fair dealing; and (b) the execution, delivery and performance of this Joinder and the other documents executed in connection herewith (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except for such as (i) have been obtained or made and are in full force and effect, or (ii) the failure of which to obtain would not reasonably be expected to result in a Material Adverse Effect, (b) will not violate any Applicable Laws with respect to such Credit Party or the Organizational Documents of such Credit Party, except to the extent that such violation would not reasonably be expected to result in a Material Adverse Effect, (c) will not violate or result in a default under any contractual obligation to which such Credit Party is party, except to the extent that such violation or default would not reasonably be expected to result in a Material Adverse Effect and (d) will not result in the creation or imposition of any Lien on any asset of any Credit Party (other than Permitted Liens).

Representations Correct. By its execution of this JoinderAmendment, each Credit Party the Borrower hereby certifies as of the date hereof that: (a) This Joinder Amendment has been duly authorized by all necessary corporate or other organizational action and has been duly executed and delivered by each Credit Party that is a party hereto the Borrower and constitutes a legal, valid and binding obligation of such Credit Partythe Borrower, enforceable against such Credit Party the Borrower in accordance with its terms, except to the extent the enforceability thereof may be limited by applicable debtor relief laws affecting creditors’ rights generally and by equitable principles of law (regardless of whether enforcement is sought in equity or at law) and implied covenants of good faith and fair dealing; and. (b) the The execution, delivery and performance of this Joinder Amendment and the other documents executed in connection herewith (ai) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except for such as (ix) have been obtained or made and are in full force and effect, or (iiy) the failure of which to obtain would not reasonably be expected to result in a Material Adverse Effect, (bii) will not violate any Applicable Laws with respect to such Credit Party the Borrower or the Organizational Documents of such Credit Partythe Borrower, except to the extent that such violation would not reasonably be expected to result in a Material Adverse Effect, (ciii) will not violate or result in a default under any contractual obligation to which such Credit Party the Borrower is party, except to the extent that such violation or default would not reasonably be expected to result in a Material Adverse Effect and (div) will not result in the creation or imposition of any Lien on any asset of any Credit Party the Borrower (other than Permitted Liens).

Representations Correct. By its execution of this JoinderIncremental Agreement, each Credit Party the Borrower hereby certifies that: (a) This Joinder The execution, delivery and performance of this Incremental Agreement has been duly authorized by all necessary corporate or other organizational action of, and has been duly executed and delivered by by, each Credit Party Obligor that is a party hereto and constitutes a legal, valid and binding obligation of such Credit PartyObligor, enforceable against such Credit Party Obligor in accordance with its terms, except subject to the extent the enforceability thereof may be limited by applicable debtor relief laws effects of bankruptcy, insolvency, fraudulent conveyance, reorganization, winding up, moratorium and other similar Laws relating to or affecting creditors’ rights generally and by general equitable principles of law (regardless of whether enforcement is sought considered in a proceeding in equity or at law) and implied covenants of good faith and fair dealing; and (b) the execution, delivery and performance of this Joinder Incremental Agreement by each Obligor that is a party hereto and the other documents executed by such Persons in connection herewith (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except for such as (i) have been obtained or made and are in full force and effect, or (ii) the failure of which to obtain would not reasonably be expected to result in a Material Adverse Effect, (b) will not violate any Applicable Laws with respect Requirement of Law applicable to such Credit Party Obligor or the Organizational Charter Documents of such Credit PartyObligor, except to the extent that such violation would not reasonably be expected to result in a Material Adverse Effect, (c) will not violate or result in a default under any contractual obligation to which such Credit Party is party, except to the extent that such violation or default would not reasonably be expected to result in a Material Adverse Effect Indebtedness and (d) will not result in the creation or imposition of any Lien on any asset of any Credit Party Obligor (other than Permitted Liens).

Representations Correct. By its execution of this JoinderAmendment, each Credit Party hereby certifies that: (a) This Joinder Amendment has been duly authorized by all necessary corporate or other organizational action and has been duly executed and delivered by each Credit Party that is a party hereto and constitutes a legal, valid and binding obligation of such Credit Party, enforceable against such Credit Party in accordance with its terms, except to the extent the enforceability thereof may be limited by applicable debtor relief laws affecting creditors’ rights generally and by equitable principles of law (regardless of whether enforcement is sought in equity or at law) and implied covenants of good faith and fair dealing; and (b) the execution, delivery and performance of this Joinder Amendment and the other documents executed in connection herewith (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except for such as (i) have been obtained or made and are in full force and effect, or (ii) the failure of which to obtain would not reasonably be expected to result in a Material Adverse Effect, (b) will not violate any Applicable Laws with respect to such Credit Party or the Organizational Documents of such Credit Party, except to the extent that such violation would not reasonably be expected to result in a Material Adverse Effect, (c) will not violate or result in a default under any contractual obligation to which such Credit Party is party, except to the extent that such violation or default would not reasonably be expected to result in a Material Adverse Effect and (d) will not result in the creation or imposition of any Lien on any asset of any Credit Party (other than Permitted Liens).