Common use of Approvals; No Conflicts Clause in Contracts

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders or any class of directors, whether interested or disinterested, of the Company or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Note Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Documents as required by the Indenture, (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Note Documents and (iii) the filing of any document with the Commission, (b) do not violate any applicable law or regulation in any material respect or the charter, by-laws or other organizational documents of the Company or the Subsidiary Guarantor or any order of any Governmental Authority, (c) will not violate or result in a default under any material agreement or other instrument binding upon the Company or the Subsidiary Guarantor or its Properties, or give rise to a right thereunder to require any payment to be made by the Company or the Subsidiary Guarantor and (d) will not result in the creation or imposition of any Lien on any Property of the Company or the Subsidiary Guarantor (other than the Liens created by the Note Documents).

Approvals; No Conflicts. The Transactions Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders the members or any class of directorsdirectors of the Borrower or any other Person, whether interested or disinterested, of the Company or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Note Loan Document or the consummation of the transactions Transactions contemplated thereby, except (i) such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Documents as required by the Indentureeffect, (ii) the filings and recordings necessary to perfect the Liens created hereby and by the Security Instruments, (iii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, hereunder or could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Note Documents and (iiiiv) the filing of any document required documents with the CommissionSEC, (b) do will not violate any applicable law or regulation in any material respect or the charter, by-laws or other organizational documents of the Company Borrower or the Subsidiary Guarantor any of its Subsidiaries or any order of any Governmental AuthorityAuthority (except for such violations that would not reasonably be expected to have a Material Adverse Effect), (c) will not violate or result in a default under any material indenture, agreement or other instrument evidencing Material Indebtedness binding upon the Company Borrower or the Subsidiary any Guarantor or its their Properties, or give rise to a right thereunder to require any payment to be made by the Company Borrower or the Subsidiary such Guarantor and (d) will not result in the creation or imposition of any Lien on any Property of the Company Borrower or the Subsidiary Guarantor any of its Subsidiaries (other than the Liens created by the Note Loan Documents).

Approvals; No Conflicts. The Transactions Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders holders of its Equity Interests or any class of directors, managers or supervisors, as applicable, whether interested or disinterested, of the Company Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Note Loan Document or the consummation of the transactions contemplated therebyTransactions, except such as have been obtained or made and are in full force and effect effect, other than (i) the recording and filing of the Security Documents Instruments as required by the Indenturethis Agreement, and (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, or an Event of Default under any provision of this Agreement other than this Section 7.03 or could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Note Documents and (iii) the filing of any document with the CommissionEffect, (b) do will not violate any applicable law or regulation in any material respect or the limited liability company agreements, charter, by-laws or other organizational documents of the Company Borrower or the any Subsidiary Guarantor or any order of any Governmental Authority, (c) will not violate or result in a default under any material agreement indenture or other instrument agreement regarding Debt binding upon the Company Borrower or the any Subsidiary Guarantor or its Properties, or give rise to a right thereunder to require any payment to be made by the Company Borrower or the such Subsidiary Guarantor and (d) will not result in the creation or imposition of any Lien on any Property of the Company Borrower or the any Subsidiary Guarantor (other than the Liens created by the Note Loan Documents).

Approvals; No Conflicts. The Transactions Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders or any class of directors, whether interested or disinterested, of the Company Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Note Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Documents Instruments as required by the Indenturethis Agreement, (ii) consents of landlords of leaseholds to be mortgaged pursuant to Section 8.16 and (iii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Note Documents and (iii) the filing of any document with the CommissionLoan Documents, (b) do will not violate any applicable law or regulation in or any material respect or the charter, by-laws or other organizational documents Organization Documents of the Company Borrower or the Subsidiary Guarantor any Subsidiary, or any order of any Governmental Authority, (c) will not violate or result in a default under any material indenture, agreement or other instrument binding upon the Company Borrower or the Subsidiary Guarantor any Subsidiary, or its Properties, or give rise to a right thereunder to require any payment to be made by the Company Borrower or the such Subsidiary Guarantor and (d) will not result in the creation or imposition of any Lien on any Property of the Company Borrower or the any Subsidiary Guarantor (other than the Liens created by the Note Loan Documents).

Approvals; No Conflicts. The Transactions Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders or any class of directors, whether interested or disinterested, of the Company each Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Note Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Documents Instruments as required by the Indenture, this Agreement and (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Note Documents and (iii) the filing of any document with the CommissionLoan Documents, (b) do will not violate any applicable law or regulation in any material respect or the charter, regulations, by-laws or other organizational documents of the Company Borrowers or any Subsidiary of the Subsidiary Guarantor Borrowers, (c) will not violate, in any material respect, any applicable law, regulation or any order of any Governmental Authority, (cd) will not violate or result in a default under any material indenture, agreement or other instrument binding upon the Company Borrowers or the any Subsidiary Guarantor or its Properties, or give rise to a right thereunder to require any payment to be made by the Company Borrowers or the such Subsidiary Guarantor and (de) will not result in the creation or imposition of any Lien on any Property of the Company Borrowers or the any Subsidiary Guarantor (other than the Liens created by the Note Loan Documents).

Approvals; No Conflicts. The Transactions Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders the members or any class of directorsdirectors of the Borrower or any other Person, whether interested or disinterested, of the Company or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Note Loan Document or the consummation of the transactions Transactions contemplated thereby, except (i) such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Documents as required by the Indentureeffect, (ii) the filings and recordings necessary to perfect the Liens created hereby and by the Security Instruments, (iii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, hereunder or could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Note Documents and (iiiiv) the filing of any document required documents with the CommissionSEC, (b) do will not violate any applicable law or regulation in any material respect or the charter, by-laws or other organizational documents of the Company Borrower or the Subsidiary Guarantor any of its Restricted Subsidiaries or any order of any Governmental AuthorityAuthority (except for such violations that would not reasonably be expected to have a Material Adverse Effect), (c) will not violate or result in a default under any material indenture, agreement or other instrument evidencing Material Indebtedness binding upon the Company Borrower or the Subsidiary any Guarantor or its their Properties, or give rise to a right thereunder to require any payment to be made by the Company Borrower or the Subsidiary such Guarantor and (d) will not result in the creation or imposition of any Lien on any Property of the Company Borrower or the Subsidiary Guarantor any of its Restricted Subsidiaries (other than the Liens created by the Note Loan Documents).

Approvals; No Conflicts. The Transactions Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders holders of its Equity Interests or any class of directors, managers or supervisors, as applicable, whether interested or disinterested, of the Company Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Note Loan Document or the consummation of the transactions contemplated therebyTransactions, except such as have been obtained or made and are in full force and effect effect, other than (i) the recording and filing of the Security Documents Instruments as required by the Indenturethis Agreement, and (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, or an Event of Default under any provision of this Agreement other than this Section 7.03 or could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Note Documents and (iii) the filing of any document with the CommissionEffect, (b) do will not violate any applicable law or regulation in any material respect or the limited liability company agreements, charter, by-laws or other organizational documents of the Company Borrower or the any Restricted Subsidiary Guarantor or any order of any Governmental Authority, (c) will not violate or result in a default under any material agreement indenture or other instrument agreement regarding Debt binding upon the Company Borrower or the any Restricted Subsidiary Guarantor or its Properties, or give rise to a right thereunder to require any payment to be made by the Company Borrower or the such Restricted Subsidiary Guarantor and (d) will not result in the creation or imposition of any Lien on any Property of the Company Borrower or the any Restricted Subsidiary Guarantor (other than the Liens created by the Note Loan Documents).

Approvals; No Conflicts. The Transactions execution, delivery and performance by the Borrower and the other Credit Parties of this First Amendment and the other Loan Documents (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority (including the Bankruptcy Court) or any other third Person (including shareholders or any class of directors, whether interested or disinterested, of the Company Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Note Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Documents as required by the Indenture, (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunderunder the Amended Credit Agreement, could would not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Note Documents and (iii) the filing of any document with the CommissionLoan Documents, (b) do will not violate any applicable law or regulation in any material respect or the charter, by-laws bylaws or other organizational documents of the Company Borrower or the any Restricted Subsidiary Guarantor or any order of any Governmental AuthorityAuthority (including the DIP Order), (c) will not violate or result in a default under any indenture, material agreement or other material instrument binding upon the Company Borrower or the any Restricted Subsidiary Guarantor or its any of their Properties, or give rise to a right thereunder to require any payment to be made by the Company Borrower or the such Restricted Subsidiary Guarantor and (d) will not result in the creation or imposition of any Lien on any Property of the Company Borrower or the any Restricted Subsidiary Guarantor (other than the Liens created by the Note Loan Documents).

Approvals; No Conflicts. The Transactions Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders or any class of directors, whether interested or disinterested, of the Company Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Note Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Documents Instruments as required by the Indenturethis Agreement, (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Note Loan Documents and (iii) the filing of any document with the CommissionSEC, (b) do not violate any applicable law or regulation in any material respect or the charter, by-laws or other organizational documents of the Company Parent Guarantor or the Subsidiary Guarantor Borrower or any order of any Governmental Authority, (c) will not violate or result in a default under any material agreement or other instrument binding upon the Company Parent Guarantor or the Subsidiary Guarantor Borrower or its Properties, or give rise to a right thereunder to require any payment to be made by the Company Parent Guarantor or the Subsidiary Guarantor Borrower and (d) will not result in the creation or imposition of any Lien on any Property of the Company Parent Guarantor or the Subsidiary Guarantor Borrower (other than the Liens created by the Note Loan Documents).

Approvals; No Conflicts. The Transactions Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders holders of its Equity Interests or any class of directors, managers or supervisors, as applicable, whether interested or disinterested, of the Company Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Note Loan Document or the consummation of the transactions contemplated therebyTransactions, except such as have been obtained or made and are in full force and effect effect, other than (i) the recording and filing of the Security Documents Instruments as required by the Indenturethis Agreement, and (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, or an Event of Default under any provision of this Agreement other than this Section 7.03 or could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Note Documents and (iii) the filing of any document with the CommissionEffect, (b) do will not violate any applicable law or regulation in any material respect or the limited liability company agreements, charter, by-laws or other organizational documents of the Company Borrower or the any Restricted Subsidiary Guarantor or any order of any Governmental Authority, (c) will not violate or result in a default under any material agreement indenture or other instrument agreement regarding Debt binding upon the Company Borrower or the any Restricted Subsidiary Guarantor or its Properties, or give rise to a right thereunder to require any payment to be made by the Company Borrower or the such Restricted Subsidiary Guarantor and (d) will not result in the creation or imposition of any Lien on any Property of the Company Borrower or the any Restricted Subsidiary Guarantor (other than the Liens created by the Note Loan Documents and the First Lien Documents).

Approvals; No Conflicts. The Transactions Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders the members or any class of directorsdirectors of the Borrower or any other Person, whether interested or disinterested, of the Company or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Note Loan Document or the consummation of the transactions Transactions contemplated thereby, except (i) such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Documents as required by the Indentureeffect, (ii) the filings and recordings necessary to perfect the Liens created hereby and by the Security Instruments, (iii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, hereunder or could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Note Documents and (iiiiv) the filing of any document required documents with the CommissionSEC, (b) do will not violate any applicable law or regulation in any material respect or the charter, by-laws or other organizational documents of the Company Borrower or the Subsidiary Guarantor any of its Subsidiaries or any order of any Governmental AuthorityAuthority (except for such violations that would not reasonably be expected to have a Material Adverse Effect), (c) will not violate or result in a default under any material indenture, agreement or other instrument evidencing Material Indebtedness binding upon the Company Borrower or the Subsidiary any Guarantor or its their Properties, or give rise to a right thereunder to require any payment to be made by the Company Borrower or the such Subsidiary Guarantor and (d) will not result in the creation or imposition of any Lien on any Property of the Company Borrower or the Subsidiary Guarantor any of its Subsidiaries (other than the Liens created by the Note Loan Documents).