Common use of Due Authorization, Non-Contravention, etc Clause in Contracts

Due Authorization, Non-Contravention, etc. The execution, delivery and performance by the Borrower of this Agreement and each other Loan Document executed or to be executed by it, and the execution, delivery and performance by each other Obligor of each Loan Document executed or to be executed by it and the Borrower's and, where applicable, each such other Obligor's participation in the consummation of the Transaction, are within the Borrower's and each such Obligor's company powers, have been duly authorized by all necessary company action, and do not (i) contravene the Borrower's or any such Obligor's Charter Documents, (ii) contravene any contractual restriction (other than any such contractual restriction that shall have been waived on or prior to the Closing Date), law or governmental regulation or court decree or order binding on or affecting the Borrower or any such Obligor, where such contravention, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect, or (iii) result in, or require the creation or imposition of, any Lien on any of the Borrower's or any other Obligor's properties, except pursuant to the terms of a Loan Document.

Due Authorization, Non-Contravention, etc. The execution, delivery and performance by the Borrower of this Agreement Agreement, the Notes and each other Loan Document executed or to be executed by it, and the execution, delivery and performance by each other Obligor of each Loan Document executed or to be executed by it and the Borrower's and, where applicable, each such other Obligor's participation in the consummation of the Transaction, Transaction are within the Borrower's and each such Obligor's company corporate powers, have been duly authorized by all necessary company corporate action, and do not not (ia) contravene the Borrower's or any such Obligor's Charter Organic Documents, ; (iib) contravene any contractual restriction (other than any such contractual restriction that shall have been waived on or prior to the Closing Date)restriction, law or governmental regulation or court decree or order binding on or affecting the Borrower or any such Obligor, where such contravention, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect, or ; or (iiic) result in, or require the creation or imposition of, any Lien on any of the Borrower's or any other Obligor's properties, except pursuant to the terms of a Loan Document.

Due Authorization, Non-Contravention, etc. The execution, delivery and performance by the each Borrower of this Agreement Agreement, the Notes, the TLCs and each other Loan Document executed or to be executed by it, and the execution, delivery and performance by each other Obligor of each Loan Document executed or to be executed by it and the Borrower's Borrowers and, where applicable, each such other Obligor's participation in the consummation of the Transaction, Transaction are within the Borrower's and each such Obligor's company corporate powers, have been duly authorized by all necessary company corporate action, and do not not (ia) contravene the Borrower's or any such Obligor's Charter Organic Documents, ; (iib) contravene any contractual restriction (other than any such contractual restriction that shall have been waived on or prior to the Closing Date)restriction, law or governmental regulation or court decree or order binding on or affecting the Borrower or any such Obligor, where such contravention, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect, or ; or (iiic) result in, or require the creation or imposition of, any Lien on any of the Borrower's or any other Obligor's properties, except pursuant to the terms of a Loan Document.

Due Authorization, Non-Contravention, etc. The execution, delivery and performance by the Borrower of this Agreement Agreement, the Notes and each other Loan Document executed or to be executed by it, and the execution, delivery and performance by each other Obligor of each Loan Document executed or to be executed by it and the Borrower's and, where applicable, each such other Obligor's participation in the consummation of the Transaction, are within the Borrower's and each such Obligor's company corporate powers, have been duly authorized by all necessary company corporate action, and do not (i) contravene the Borrower's or any such Obligor's Charter Documents, (ii) contravene any contractual restriction (other than any such contractual restriction that shall have been waived on or prior to the Closing Date)restriction, law or governmental regulation or court decree or order binding on or affecting the Borrower or any such Obligor, where such contravention, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect, or (iii) result in, or require the creation or imposition of, any Lien on any of the Borrower's or any other Obligor's properties, except pursuant to the terms of a Loan Document.

Due Authorization, Non-Contravention, etc. The execution, delivery and performance by the each Borrower of this Agreement Agreement, the Notes, the Additional TLCs and each other Loan Document executed or to be executed by it, and the execution, delivery and performance by each other Obligor of each Loan Document executed or to be executed by it and the Borrower's Borrowers and, where applicable, each such other Obligor's ’s participation in the consummation of the Transaction, Transaction are within the Borrower's and each such Obligor's company ’s corporate powers, have been duly authorized by all necessary company corporate action, and do not not (ia) contravene the Borrower's or any such Obligor's Charter ’s Organic Documents, ; (iib) contravene any contractual restriction (other than any such contractual restriction that shall have been waived on or prior to the Closing Date)restriction, law or governmental regulation or court decree or order binding on or affecting the Borrower or any such Obligor, where such contravention, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect, or ; or (iiic) result in, or require the creation or imposition of, any Lien on any of the Borrower's or any other Obligor's ’s properties, except pursuant to the terms of a Loan Document.

Due Authorization, Non-Contravention, etc. The execution, delivery and performance by the Borrower of this Agreement and each other Loan Document executed or to be executed by it, and the execution, delivery and performance by each other Obligor of each Loan Document executed or to be executed by it and the Borrower's and, where applicable, each such other Obligor's participation in the consummation of the Transaction, are within the Borrower's and each such Obligor's company corporate, partnership, or limited liability company, as the case may be, powers, have been duly authorized by all necessary company corporate, partnership or limited liability company, as the case may be, action, and do not not (ia) contravene the Borrower's or any such Obligor's Charter Organizational Documents, ; (iib) contravene any contractual restriction (other than any such contractual restriction that shall have been waived on or prior to the Closing Date)restriction, law or governmental regulation or court decree or order binding on or affecting the Borrower or any such Obligor, where such contravention, individually or in the aggregate, Obligor that could reasonably be expected to have a Material Adverse Effect, or ; or (iiic) result in, or require the creation or imposition of, any Lien (other than the Liens created under the Loan Documents in favor of the Administrative Agent for the benefit of the Lenders) on any of the Borrower's or any other Obligor's properties, except pursuant to the terms of a Loan Document.

Due Authorization, Non-Contravention, etc. The execution, delivery and performance by the Borrower Borrowers of this Agreement Agreement, the Notes and each other Loan Document executed or to be executed by it, and the execution, delivery and performance by each other Obligor of each Loan Document executed or to be executed by it and the Borrower's Borrowers' and, where applicable, each such other Obligor's participation in the consummation of the Transaction, Transaction are within the Borrower's Borrowers' and each such Obligor's company corporate powers, have been duly authorized by all necessary company corporate or other organizational action, and do not not (ia) contravene the Borrower's Borrowers' or any such Obligor's Charter Organic Documents, ; (iib) contravene any contractual restriction (other than any such contractual restriction that shall have been waived on or prior to the Closing Date)restriction, law or governmental regulation or court decree or order binding on or affecting the Borrower Borrowers or any such Obligor, where such contravention, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect, Effect or contravene sections 151 to 158 of the Companies ▇▇▇ ▇▇▇▇ of Great Britain; or (iiic) result in, or require the creation or imposition of, any Lien on any of the Borrower's Borrowers' or any other Obligor's properties, except pursuant to the terms of a Loan Document.

Due Authorization, Non-Contravention, etc. The execution, delivery and performance by the Borrower of this Agreement Agreement, the Notes and each other Loan Document executed or to be executed by it, and the execution, delivery and performance by each other Obligor of each Loan Document executed or to be executed by it and the Borrower's and, where applicable, each such other Obligor's participation in the consummation of the Transaction, are within the Borrower's and each such Obligor's company corporate powers, have been duly authorized by all necessary company corporate action, and do not (i) contravene the Borrower's or any such Obligor's Charter Organic Documents, (ii) contravene any contractual restriction (other than any such contractual restriction that shall have been waived on or prior to the Closing Date)restriction, law or governmental regulation or court decree or order binding on or affecting the Borrower or any such Obligor, where such contravention, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect, or (iii) result in, or require the creation or imposition of, any Lien on any of the Borrower's or any other Obligor's properties, except pursuant to the terms of a Loan Document.

Due Authorization, Non-Contravention, etc. The execution, ----------------------------------------- delivery and performance by the Borrower each Obligor of this Agreement and each other Loan Document executed or to be executed by it, and the execution, delivery and performance by each other Obligor of each Loan Document executed or to be executed by it and the Borrower's and, where applicable, each such other Obligor's participation in the consummation of the Transaction, are within the Borrower's and each such Obligor's company corporate, limited liability company, partnership or other similar powers, have been duly authorized by all necessary company corporate, limited liability company, partnership or other similar action, and do not (ia) contravene the Borrower's or any such Obligor's Charter Documents, (iib) contravene any contractual restriction (other than any such contractual restriction that shall have been waived on or prior to the Closing Date), law or governmental regulation or court decree or order binding on or affecting the Borrower or any such Obligor, where such contravention, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect, or (iiic) result in, or require the creation or imposition of, any Lien on any of the Borrower's or any other such Obligor's properties, except pursuant to the terms of a Loan Document.

Due Authorization, Non-Contravention, etc. The execution, delivery and performance by the each Borrower of this Agreement Agreement, the Notes, the TLCs and each other Loan Document executed or to be executed by it, and the execution, delivery and performance by each other Obligor of each Loan Document executed or to be executed by it and the Borrower's Borrowers and, where applicable, each such other Obligor's participation in the consummation of the Transaction, Acquisition are within the Borrower's and each such Obligor's company corporate powers, have been duly authorized by all necessary company corporate action, and do not not (ia) contravene the Borrower's or any such Obligor's Charter Organic Documents, ; (iib) contravene any contractual restriction (other than any such contractual restriction that shall have been waived on or prior to the Closing Date)restriction, law or governmental regulation or court decree or order binding on or affecting the Borrower or any such Obligor, where such contravention, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect, or ; or (iiic) result in, or require the creation or imposition of, any Lien on any of the Borrower's or any other Obligor's properties, except pursuant to the terms of a Loan Document.

Due Authorization, Non-Contravention, etc. The execution, delivery and performance by the Borrower of this Agreement Agreement, the Notes and each other Loan Document executed or to be executed by it, and the execution, delivery and performance by each other Obligor of each Loan Document executed or to be executed by it and the Borrower's and, where applicable, each such other Obligor's participation in the consummation of the Transaction, Transactions are within the Borrower's and each such Obligor's company corporate powers, have been duly authorized by all necessary company corporate action, and do not not (ia) contravene the Borrower's or any such Obligor's Charter Organic Documents, ; (iib) contravene any contractual restriction (other than any such contractual restriction that shall have been waived on or prior to the Closing Date)restriction, law or governmental regulation or court decree or order binding on or affecting New World Pasta LLC, the Borrower or any such Obligor, where such contravention, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect, or ; or (iiic) result in, or require the creation or imposition of, any Lien on any of the Borrower's or any other Obligor's properties, except pursuant to the terms of a Loan Document.

Due Authorization, Non-Contravention, etc. The execution, delivery and performance by the Borrower of this Agreement Agreement, the Notes and each other Loan Document executed or to be executed by it, and the execution, delivery and performance by each other Obligor of each Loan Document executed or to be executed by it and the Borrower's and, where applicable, and each such other Obligor's participation in the consummation of the Transaction, are within the Borrower's and each such Obligor's company corporate or other organizational powers, have been duly authorized by all necessary company corporate or other organizational action, and do not not (ia) contravene the Borrower's or any such Obligor's Charter Organic Documents, ; (iib) contravene any contractual restriction (other than any such contractual restriction that shall have been waived on or prior to the Closing Date)restriction, law or governmental regulation or court decree or order binding on or affecting the Borrower or any such Obligor, where except to the extent any such contravention, individually or in the aggregate, contravention could not reasonably be expected to have a Material Adverse Effect, or ; or (iiic) result in, or require the creation or imposition of, any Lien on any of the Borrower's or any other Obligor's properties, except pursuant to in accordance with or as permitted by the terms of a Loan DocumentDocuments.

Due Authorization, Non-Contravention, etc. The execution, delivery and performance by the Borrower Company of this Agreement and each other Loan Document executed or to be executed by it, and the execution, delivery and performance by each other Obligor of each Loan Document executed or to be executed by it and the BorrowerCompany's and, where applicable, each such other Obligor's participation in the consummation of the Transaction, are within the BorrowerCompany's and each such Obligor's company powers, have been duly authorized by all necessary company action, and do not not (ia) contravene the BorrowerCompany's or any such Obligor's Charter Organic Documents, ; (iib) contravene any contractual restriction (other than any such contractual restriction that shall have been waived on or prior to the Closing Date), law or governmental regulation or court decree or order binding on or affecting the Borrower Company or any such Obligor, where such contravention, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect, or ; or (iiic) result in, or require the creation or imposition of, any Lien on any of the BorrowerCompany's or any other Obligor's properties, except pursuant to the terms of a Loan Document.