Validity and admissibility in evidence. (a) All Authorisations required: (i) to enable it lawfully to enter into, exercise its rights and comply with its obligations in the Transaction Documents to which it is a party; and (ii) to make the Transaction Documents to which it is a party admissible in evidence in its Relevant Jurisdictions, have been obtained or effected and are in full force and effect except any Authorisation referred to in clause 23.9 (No filing or stamp taxes). (b) All Authorisations necessary for the conduct of the business, trade and ordinary activities of the members of the Group have been obtained or effected and are in full force and effect if failure to obtain or effect those Authorisations has or is reasonably likely to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Senior Facilities Agreement (Luxfer Holdings PLC), Senior Facilities Agreement (Luxfer Holdings PLC), Senior Facilities Agreement (Luxfer Holdings PLC)
Validity and admissibility in evidence. (a) All Authorisations requiredrequired or desirable:
(i) to enable it lawfully to enter into, exercise its rights and comply with its obligations in the Transaction Documents to which it is a partyparty and in relation to the Bid and the Reopening; and
(ii) to make the Transaction Documents to which it is a party admissible in evidence in its Relevant Jurisdictionsjurisdiction of incorporation, have been obtained or effected and are in full force and effect except any Authorisation referred to in clause 23.9 (No filing or stamp taxes)effect.
(b) All Authorisations necessary for the conduct of the business, trade and ordinary activities of the members of the Group have been obtained or effected and are in full force and effect if failure to obtain or effect those Authorisations has or is reasonably likely to have a Material Adverse Effecteffect.
Appears in 2 contracts
Samples: Bridge Facilities Agreement (Compagnie Maritime Belge NV), Bridge Facilities Agreement (Compagnie Maritime Belge NV)
Validity and admissibility in evidence. (a) All Authorisations required(in case of each Personal Guarantor, subject to paragraph (c) of the definition of “Legal Reservations”) required or desirable:
(i) to enable it each Obligor lawfully to enter into, exercise its rights and comply with its obligations in the Transaction Finance Documents to which it is a party; and
(ii) to make the Transaction Finance Documents to which it is a party admissible in evidence in its Relevant Jurisdictionsjurisdiction of incorporation, have been obtained or effected and are in full force and effect except any Authorisation referred to in clause 23.9 (No filing or stamp taxes)effect.
(b) All Authorisations necessary for the conduct of the business, trade and ordinary activities of the members of the Group Members have been obtained or effected and are in full force and effect if failure to obtain or effect those Authorisations has or is might reasonably likely be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Facility Agreement (China Security & Surveillance Technology, Inc.), Facility Agreement (China Security & Surveillance Technology, Inc.)
Validity and admissibility in evidence. (a) All Authorisations required(in the case of each Personal Guarantor, subject to paragraph (c) of the definition of “Legal Reservations”) required or desirable:
(i) to enable it each Obligor lawfully to enter into, exercise its rights and comply with its obligations in the Transaction Finance Documents to which it is a party; and
(ii) to make the Transaction Finance Documents to which it is a party admissible in evidence in its Relevant Jurisdictionsjurisdiction of incorporation, have been obtained or effected and are in full force and effect except any Authorisation referred to in clause 23.9 (No filing or stamp taxes)effect.
(b) All Authorisations necessary for the conduct of the business, trade and ordinary activities of the members of the Group Members have been obtained or effected and are in full force and effect if failure to obtain or effect those Authorisations has or is might reasonably likely be expected to have a Material Adverse Effect.
Appears in 1 contract
Validity and admissibility in evidence. (a) All Subject to the Legal Reservations and the Perfection Requirements, all Authorisations required:
(i) to enable it lawfully to enter into, exercise its rights and comply with its obligations in the Transaction Documents to which it is a party; and
(ii) to make the Transaction Documents to which it is a party admissible in evidence in its Relevant Jurisdictions, have been obtained or effected and are in full force and effect except any Authorisation referred to in clause 23.9 (No filing or stamp taxes)effect.
(b) All Authorisations necessary for the conduct of the business, trade and ordinary activities of the members of the Group have been obtained or effected and are in full force and effect if failure to obtain or effect those Authorisations has or is reasonably likely to have a Material Adverse Effecteffect.
Appears in 1 contract
Samples: Amendment and Restatement Agreement (Sunrise Senior Living Inc)
Validity and admissibility in evidence. (a) All Authorisations required:
(i) subject to the Legal Reservations to enable it lawfully to enter into, exercise its rights and comply with its obligations in the Transaction Documents to which it is a party; and
(ii) to make the Transaction Documents to which it is a party admissible in evidence in its Relevant Jurisdictions, have been obtained or effected and are in full force and effect except save for complying with any Authorisation referred to in clause 23.9 (No filing or stamp taxes)Perfection Requirements.
(b) All Authorisations necessary for the conduct of the business, trade and ordinary activities of the members of the Group have been obtained or effected and are in full force and effect if failure to obtain or effect those Authorisations has or is reasonably likely to have a Material Adverse Effect.
Appears in 1 contract