Common use of Approvals Clause in Contracts

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Guarantor of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption fromapproval, or license, exemption, filing or registration with, with any court or governmental department, agency or instrumentalityinstrumentality which have not already been obtained, nor any approval or consent of the stockholders of the Borrower or any Subsidiary of the Borrower or from any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of the Borrower of any Loan Document, except for such approvals Credit Document to which have been obtained prior to the date of this Agreement and remain in full force and effectit is a party.

Approvals. No Except those already received, no authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Guarantor of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower any Loan Party or any Subsidiary of a Loan Party of any Loan Document, except for (i) such approvals which have been obtained prior to the date of this Agreement and remain in full force and effecteffect and (ii) filings which are necessary to perfect the security interests under the Collateral Documents.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of the stockholders of the Company or any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date Company of this Agreement and remain in full force and effector any other Loan Document.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Documentthis Agreement, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor or any approval or consent of the stockholders of the Borrower or from any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Restricted Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effector any of the other Loan Documents.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency Governmental Authority (other than any filings or instrumentalityreports required under the federal securities laws or except as would not have an adverse effect on any Lender in any material respect), nor any approval or consent of any other Person, is or will be necessary to the valid execution, execution and delivery or performance by the Borrower or any Subsidiary Guarantor of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of the stockholders of the Company or any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower Company of this Agreement or any Subsidiary of any other Loan Document, except for such consents and approvals which have been or will be obtained prior to the date initial extension of credit made under this Agreement and remain in full force and effectAgreement.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Guarantor of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of the members or stockholders of the Borrower or any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effector any other Loan Document.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency agency, or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery delivery, or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorizationapproval, consent or other action by any governmental instrumentality or agency or any other person or entity, which approval, consent, license or exemption from, other action has not been obtained or filing taken or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent which does not remain in effect as of any other Personthe date hereof, is or will be necessary to permit the valid execution, delivery or and performance by the Borrower or any Subsidiary and the Guarantor of any the Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effectDocuments.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentalityGovernmental Authority, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Credit Party of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effecteffect and except where failure to obtain such authorization, consent, license, exemption, registration or approval would not have a Material Adverse Effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the any Borrower or any Subsidiary of any Loan Document, except for such approvals which those that have been obtained prior to the date of this Agreement and remain in full force and effecteffect or which are not required to be made or obtained as of each time this representation is made or deemed made.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency or instrumentalityGovernmental Authority, nor any approval or consent of the stockholders of the Company or any other Person, is or will be necessary to the valid execution, delivery or performance by the any Borrower of this Agreement or any Subsidiary of any other Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Loan Party of any Loan Document, except for (i) such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect, and (ii) filings which are necessary to perfect the security interests under the Collateral Documents.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of the stockholders of the Borrower or any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any the Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effectDocuments.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of the stockholders of the Borrower or any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effector any other Loan Document.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which those that have been obtained prior to the date of this Agreement and remain in full force and effecteffect or which are not required to be made or obtained as of each time this representation is made or deemed made.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentalityGovernmental Authority, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Restricted Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of the stockholders of the Borrower or any Subsidiary, or of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of this Agreement or any other Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of the stockholders of the Company or any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower Company of this Agreement or any Subsidiary of any other Loan Document, Document except for such approvals which as have been made or obtained prior to the date of this Agreement and remain in full force and effecthereof.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency agency, or instrumentality, nor any approval or consent of the stockholders of the Borrower or any Subsidiary, or any other Person, is or will be necessary to the valid execution, delivery delivery, or performance by the Borrower or any Subsidiary of this Agreement or any other Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and which remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the any Borrower or any Subsidiary of any Loan Document, except for such approvals which those that have been obtained prior to the date of this Agreement and remain in full force and effecteffect or which are not required to be made or obtained as of each time this representation is made or deemed made.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentalityGovernmental Authority, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Loan Party of any Loan DocumentDocument or the Transactions, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which those that have been obtained prior to the date of this Agreement and remain in full force and effecteffect or which are not required to be made or obtained as of each time this representation is made or deemed made.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentalityGovernmental Authority, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan DocumentDocument to which it is a party, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower any Loan Party or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentalityGovernmental Authority, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the any Borrower or any Subsidiary Guarantor of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effecteffect and except for filings or registrations reasonably necessary to release or perfect Liens granted pursuant to the Collateral Documents.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower any Loan Party or any Subsidiary of a Loan Party of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, approval, license or exemption fromof, or filing or a registration with, any court or governmental departmentdepartment or commission, agency board, bureau, agency, instrumentality or instrumentalityother person or entity, nor any approval domestic or consent of any other Personforeign, is or will be necessary to for the valid execution, delivery or performance by the each Borrower or any Subsidiary Portfolio of any Loan Document, except for such this Agreement and/or its respective Note other than filings which have already been made and consents or approvals which have already been obtained prior to the date of this Agreement and remain in full force and effectreceived.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Significant Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consentapproval or consent of, license or exemption from, or and no filing or registration with, any court governmental or governmental department, regulatory authority or agency or instrumentality, nor any approval or consent is required on the part of any other Person, is or will be necessary to such Borrower for the valid execution, delivery or performance by the such Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effector the Notes to which it is a party or for the borrowings by such Borrower under this Agreement.

Approvals. No authorization, consent, license or exemption fromapproval, or consent of, and no filing or registration with, any court court, governmental authority, or governmental department, agency or instrumentality, nor any approval or consent of any other Person, third party is or will be necessary to for the valid execution, delivery delivery, or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date Guarantor of this Agreement and remain in full force the other Loan Documents to which such Person is or may become a party or the validity or enforceability thereof or if required any such authorization, approval, or consent shall have been obtained by Borrower or Guarantor prior to the execution and effectdelivery of the Loan Document to which such authorization, approval, or consent is applicable).

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Parent, the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No material authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentalityGovernmental Authority, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No material authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower any Loan Party or any Borrower Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentalityGovernmental Authority, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effecteffect and filings to be made by the Borrower upon execution of this Agreement.

Approvals. No authorization, consent, license or exemption fromlicense, or exemption, filing (except for the filing of financing statements as herein contemplated) or registration with, with any court or governmental department, agency or instrumentality, nor any approval or consent of the stockholders of the Borrower or any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effector any other Loan Document.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained on or prior to the date of this Agreement Closing Date and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentalityGovernmental Authority, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower Company or any Restricted Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license approval, authorization or exemption fromorder of, registration or filing with, or filing notice to any governmental authority or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to required under applicable law in connection with the valid execution, delivery or and performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement Agreement, any Notice of Borrowing and remain in full force and effectthe Loan Documents.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Material Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentalityGovernmental Authority, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effecteffect and filings to be made by Borrower upon execution of this Agreement.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower Borrowers or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency agency, or instrumentality, nor any approval or consent of the stockholders of either Borrower or any other Person, is or will be necessary to the valid execution, delivery delivery, or performance by the either Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effecteffect and the entry by the Bankruptcy Court of the relevant Financing Order.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency agency, or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery delivery, or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentalityGovernmental Authority, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Guarantor of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by any of the Borrower Borrowers or any Subsidiary of the Guarantors of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Guarantor of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the consummation of the transactions contemplated by the Combination Agreements or the valid execution, delivery or performance by the Borrower any Loan Party or any Subsidiary of a Loan Party of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency agency, or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery delivery, or performance by the Borrower or any Subsidiary Loan Party of any Loan Document, except for such approvals which that have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No material authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency agency, or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery delivery, or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effecteffect and filings to be made in connection with the granting of Liens in the Collateral by the Borrower to the Bank.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency agency, or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery delivery, or performance by the Borrower Company or any Subsidiary of any Loan Operative Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorizationauthorization or approval or other action by, consent, license or exemption from, and no notice to or filing or registration with, any court Governmental Authority or governmental department, agency or instrumentality, nor any approval or consent of any other Person, regulatory body is or will be necessary to required for the valid due execution, delivery or and performance by Borrower of this Agreement and the Borrower or any Subsidiary of any other Loan DocumentDocuments, except for such approvals which and consents that have been obtained prior to the date of this Agreement and remain in full force and effectmade or obtained.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of the stockholders of the Borrower or any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower of this Agreement or any Subsidiary of any other Loan Document, except for such consents and approvals which have been or will be obtained prior to the date initial extension of credit made under this Agreement and remain in full force and effectAgreement.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency agency, or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery delivery, or performance by the Borrower or any Subsidiary Servicer of any Loan DocumentDocument to which it is a party, except for such approvals which that have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentalityGovernmental Authority, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Documentthis Note, except for such approvals which have been those obtained or made on or prior to the date hereof and such filings as may be required to be made with the Securities and Exchange Commission and any state or foreign blue sky or securities regulatory authority after the issuance of this Agreement and remain in full force and effectNote by the Borrower.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Loan Party of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Guarantor of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effecteffect or any such approval the failure of which to obtain could not reasonably be expected to result in a Material Adverse Effect.

Approvals. No authorization, material consent, license approval, order or exemption fromauthorization of, or registration, declaration or filing or registration with, any court Governmental Authority or governmental department, agency or instrumentality, nor any approval or consent other Person (including equity holders of any other Person, ) is required in connection with the execution or will be necessary to delivery by the valid execution, delivery or Borrower of this Agreement and the performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effectits obligations hereunder.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the any Borrower or any Subsidiary of any Loan Document, except for such approvals which those that have been obtained prior to the date of this Agreement and remain in full force and effecteffect or which are not required to be made or obtained as of each time this representation is made or deemed made, or those where the failure to obtain would not reasonably be expected to have a Material Adverse Effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Loan Party of any Loan Document, except for (i) such approvals which have been obtained prior to the date of this Agreement and remain in full force and effecteffect and (ii) filings which are necessary to perfect the security interests under the Collateral Documents.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower Borrowers or any Subsidiary Guarantor of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or license, exemption from, or filing or registration with, with any court or governmental department, agency or instrumentality, nor or any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance of the Loan Documents by the Borrower or any Subsidiary of any Loan Document, Borrowers except for such approvals and consents which have been obtained prior to the date of this Agreement and remain are in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by Holdings, the Parent, the Borrower or any Borrower Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by any of the Borrower Borrowers or any Subsidiary of the Guarantors of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.. §

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentalityGovernmental Authority, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower Borrower, Marketing GP, Marketing Inc. or any Subsidiary of the Borrower of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentalityGovernmental Authority, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by Holdings, the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No material authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan DocumentParty, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower Parent or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Parent, the Borrower or any Borrower Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Loan Party of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower Parent or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency agency, or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery delivery, or performance by the Borrower or any Subsidiary each Originator of any Loan DocumentSale Document to which it is a party, except for such approvals which that have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency agency, or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery delivery, or performance by any Member of the Borrower or any Subsidiary Obligated Group of any Loan Related Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentalityGovernmental Authority, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Guarantor of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No approval, authorization, consentorder, license license, franchise or exemption fromconsent of, or registration or filing or registration with, or notice to, any court governmental authority or governmental department, agency or instrumentality, nor any approval or consent of any other Person, Person is or will be necessary to required in connection with the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effectthe other Loan Documents.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of the stockholders of the Borrowers or any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Borrowers of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effectDocument executed by it.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Designated Company of any Loan Document, except for (a) such approvals which have been obtained prior to the date of this Agreement and remain in full force and effecteffect and (b) the filing of Uniform Commercial Code financing statements by the Administrative Agent.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the each Borrower or any and each Subsidiary of any each Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license approval, order or exemption fromauthorization of, or registration, declaration or filing or registration with, any court governmental authority or governmental department, agency or instrumentality, nor any approval or consent of any other Person, Person is or will be necessary to required in connection with the valid execution, execution and delivery or performance by the Borrower or any Subsidiary Company of any Loan DocumentDocument and the performance and consummation by the Company of the transactions contemplated hereby and thereby, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effectthose already obtained.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the any Borrower or any Subsidiary Guarantor of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency agency, or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery delivery, or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentalityGovernmental Authority, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect, except that Borrower is required to disclose the terms hereof pursuant to the reporting obligations under the Exchange Act.

Approvals. No authorization, consent, license license, or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Credit Party of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any ​ approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Guarantor of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary Guarantor of any Loan Document, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.. ​

Approvals. No authorization, consentapproval or consent of, license or exemption from, or filing or registration with, any court court, governmental authority or governmental department, agency or instrumentality, nor any approval or consent of any other Person, third party is or will be necessary to required in connection with the valid execution, delivery or or, to the best of the Borrower's knowledge, the performance of this Agreement by the Borrower or the validity or enforceability hereof any Subsidiary of any Loan Documentthe Company's licenses, except for such approvals which have been obtained prior to the date of this Agreement and remain in full force and effect.permits, franchises, patents, copyrights, trademarks, tradenames and/or rights thereto, or (ii)

Approvals. No authorizationconsent of any Person and no authorization or approval or other action by, consent, license or exemption from, and no notice to or filing or registration with, any court governmental authority or governmental departmentregulatory body is required in connection with the borrowings hereunder or with the execution, agency delivery, performance, validity or instrumentality, nor any approval or consent enforcement of any other PersonTransaction Document (including, is without limitation, the issuance of the Subordinated Note or will be necessary to the valid execution, delivery or performance by the Borrower or any Subsidiary of any Loan Document, except for such approvals Warrant) which have has not been obtained prior to or made as of the date of this Agreement and remain in full force and effecthereof.

Approvals. No authorization, consent, license or exemption from, or filing or registration with, any court or governmental department, agency or instrumentality, nor any approval or consent of any other Person, is or will be necessary to the valid execution, delivery or performance by the Borrower each Maker of this Note or any Subsidiary of any Loan Documentother document delivered in connection herewith, except for such approvals which have been obtained prior to the date of this Agreement Note and remain in full force and effect.