Common use of No Defaults or Restrictions Clause in Contracts

No Defaults or Restrictions. Neither the execution and delivery of the Agreement or the Subordinated Notes nor compliance with their terms and conditions will (a) violate, conflict with or result in a breach of, or constitute a default under: (i) any of the terms, obligations, covenants, conditions or provisions of any corporate restriction or of an contract, agreement, indenture, mortgage, deed of trust, pledge, bank loan or credit agreement, charter, bylaw or any other agreement or instrument to which Borrower, Banks or any other Subsidiary is now a party or by which any of them or any of their properties may be bound or affected; (ii) any judgment, order, writ, injunction, decree or demand of any court, arbitrator, grand jury, or Governmental Agency; or (iii) any statute, rule or regulation applicable to Borrower or Banks, except, in each such case, for such violations and conflicts that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on such Person, or (b) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any property or asset of Borrower, Banks or any other Subsidiary. None of Borrower, either Bank or any other Subsidiary is in default in the performance, observance or fulfillment of any of the terms, obligations, covenants, conditions or provisions contained in any indenture or other agreement creating, evidencing or securing Indebtedness of any kind or pursuant to which any such Indebtedness is issued, or other agreement or instrument to which Borrower, Banks or any other Subsidiary is a party or by which Borrower, Banks or any other Subsidiary or their respective properties may be bound or affected, except, in each case, only such defaults that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on Borrower, Banks or any other Subsidiary.

No Defaults or Restrictions. Neither the execution and delivery of the Agreement or the Subordinated Notes Transaction Documents nor compliance with their terms and conditions will (a) violate, conflict with or result in a material breach of, or constitute a material default under: (i) the certificate of incorporation or bylaws of Borrower or any of the terms, obligations, covenants, conditions or provisions of any corporate restriction or of an contract, agreement, any indenture, mortgage, deed of trust, pledge, bank loan or credit agreement, charter, bylaw or any other material agreement or instrument to which Borrower, Banks Borrower or any other Material Subsidiary is now a party or by which any of them or any of their properties may be bound or affected; (ii) any judgment, order, writ, injunction, decree or demand of any court, arbitrator, grand jury, or Governmental Agency; or (iii) any statute, rule or regulation applicable to Borrower or Banks, except, in each such case, for such violations and conflicts that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on such PersonBorrower, or (b) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any property or asset of Borrower, Banks Borrower or any other Material Subsidiary. None of Borrower, either Bank Borrower or any other Material Subsidiary is in default in the performance, observance or fulfillment of any of the terms, obligations, covenants, conditions or provisions contained in any indenture or other agreement creating, evidencing or securing Indebtedness of any kind or pursuant to which any such Indebtedness is issued, or other agreement or instrument to which Borrower, Banks Borrower or any other Material Subsidiary is a party or by which Borrower, Banks Borrower or any other Material Subsidiary or their respective properties may be bound or affected, except, in each case, only affected where such defaults that would not default could reasonably be expected expect to have, singularly or in the aggregate, have a Material Adverse Effect on Borrower, Banks or any other SubsidiaryEffect.

No Defaults or Restrictions. Neither the execution and delivery of the this Agreement or any of the Subordinated Notes Loan Documents nor compliance with their terms and conditions will (a) violate, conflict with or result in a breach of, or constitute a default under: (i) , any of the terms, obligations, covenants, conditions or provisions of any corporate restriction or of an contract, agreement, any indenture, mortgage, deed of trust, pledge, bank loan or credit agreement, corporate charter, bylaw or any other agreement or instrument to which Borrower, Banks Borrower or any other Subsidiary of the Bank Subsidiaries is now a party or by which any of them or any of their properties may be bound or affected; (ii) , or any judgment, order, writ, injunction, decree or demand of any court, arbitrator, grand jury, or Governmental Agency; or (iii) any statute, rule or regulation applicable to Borrower or Banks, except, in each such case, for such violations and conflicts that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on such Person, or (b) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any property or asset of Borrower, Banks Borrower or any other Subsidiaryof the Bank Subsidiaries under the terms or provisions of any of the foregoing. None Neither Borrower nor any of Borrower, either the Bank or any other Subsidiary Subsidiaries is in material default in the performance, observance or fulfillment of any of the terms, obligations, covenants, conditions or provisions contained in any indenture or other agreement creating, evidencing or securing Indebtedness indebtedness of any kind or pursuant to which any such Indebtedness indebtedness is issued, or other agreement or instrument to which Borrower, Banks Borrower or any other Bank Subsidiary is a party or by which Borrower, Banks Borrower or any other Bank Subsidiary or any of their respective properties may be bound or affected, except, in each case, only such defaults that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on Borrower, Banks or any other Subsidiary.

No Defaults or Restrictions. Neither the execution and delivery of the this Agreement or any of the Subordinated Notes Financing Agreements nor compliance with their terms and conditions will (a) violate, conflict with or result in a breach of, or constitute a default under: (i) , any of the terms, obligations, covenants, conditions or provisions of any corporate restriction or of an contract, agreement, any indenture, mortgage, deed of trust, pledge, bank loan or credit agreement, corporate charter, bylaw or any other agreement or instrument to which Borrower, Banks Borrower or any other Subsidiary of the Bank Subsidiaries is now a party or by which any of them or any of their properties may be bound or affected; (ii) , or any judgment, order, writ, injunction, decree or demand of any court, arbitrator, grand jury, or Governmental Agency; or (iii) any statute, rule or regulation applicable to Borrower or Banks, except, in each such case, for such violations and conflicts that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on such PersonAuthority, or (b) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any property or asset of Borrower, Banks Borrower or any other Subsidiaryof the Bank Subsidiaries under the terms or provisions of any of the foregoing. None Neither Borrower nor any of Borrower, either the Bank or any other Subsidiary Subsidiaries is in material default in the performance, observance or fulfillment of any of the terms, obligations, covenants, conditions or provisions contained in any indenture or other agreement creating, evidencing or securing Indebtedness indebtedness of any kind or pursuant to which any such Indebtedness indebtedness is issued, or other agreement or instrument to which Borrower, Banks Borrower or any other Bank Subsidiary is a party or by which Borrower, Banks Borrower or any other Bank Subsidiary or any of their respective properties may be bound or affected, except, in each case, only such defaults that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on Borrower, Banks or any other Subsidiary.

No Defaults or Restrictions. Neither the execution and delivery of the Agreement or the Subordinated Notes Transaction Documents nor compliance with their terms and conditions will (a) violate, conflict with or result in a material breach of, or constitute a material default under: (i) any of the terms, obligations, covenants, conditions or provisions of any corporate restriction or of an contract, agreement, any indenture, mortgage, deed of trust, pledge, bank loan or credit agreement, charter, bylaw or any other agreement or instrument to which Borrower, Banks Borrower or any other Subsidiary is now a party or by which any of them or any of their properties may be bound or affected; (ii) any judgment, order, writ, injunction, decree or demand of any court, arbitrator, grand jury, or Governmental Agency; or (iii) any statute, rule or regulation applicable to Borrower or Banks, except, in each such case, for such violations and conflicts that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on such PersonBorrower, or (b) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any property or asset of Borrower, Banks Borrower or any other Subsidiary. None of Borrower, either Bank Borrower or any other Subsidiary is in material default in the performance, observance or fulfillment of any of the terms, obligations, covenants, conditions or provisions contained in any indenture or other agreement creating, evidencing or securing Indebtedness indebtedness of any kind or pursuant to which any such Indebtedness indebtedness is issued, or other agreement or instrument to which Borrower, Banks Borrower or any other Subsidiary is a party or by which Borrower, Banks Borrower or any other Subsidiary or their respective properties may be bound or affected, except, in each case, only such defaults that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on Borrower, Banks or any other Subsidiary.

No Defaults or Restrictions. Neither the execution and delivery of the Agreement or the Subordinated Notes Transaction Documents nor compliance with their terms and conditions will will: (a) violate, conflict with with, or result in a material breach of, or constitute a material default under: under (i) any of the terms, obligations, covenants, conditions or provisions of any corporate restriction or of an contract, agreement, any indenture, mortgage, deed of trust, pledge, bank loan or credit agreement, charter, bylaw or any other agreement or instrument to which Borrower, Banks Borrower or any other Subsidiary is now a party or by which any of them or any of their properties may be bound or affected; , (ii) any judgment, order, writ, injunction, decree or demand of any court, arbitrator, grand jury, or Governmental Agency; , or (iii) any statute, rule or regulation applicable to Borrower or Banks, except, in each such case, for such violations and conflicts that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on such Person, Borrower; or (b) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any property or asset of Borrower, Banks Borrower or any other Subsidiary. None As of Borrowerthe date of this Agreement, either Bank none of Borrower or any other Subsidiary is in material default in the performance, observance or fulfillment of any of the terms, obligations, covenants, conditions or provisions contained in any indenture or other agreement creating, evidencing or securing Indebtedness indebtedness of any kind or pursuant to which any such Indebtedness indebtedness is issued, or other agreement or instrument to which Borrower, Banks Borrower or any other Subsidiary is a party or by which Borrower, Banks Borrower or any other Subsidiary or their respective properties may be bound or affected, except, in each case, only such defaults that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on Borrower, Banks or any other Subsidiary.

No Defaults or Restrictions. Neither the execution and delivery of the Agreement or the Subordinated Notes Loan Documents nor compliance with their the terms and conditions thereof will (a) violate, conflict with or result in a material breach of, or constitute a material default under: (i) , any of the terms, obligations, covenants, conditions or provisions of any corporate restriction or of an contract, agreement, indenture, mortgage, deed of trust, pledge, bank loan pledge or credit agreement, charter, bylaw or any other agreement or instrument to which Borrower, Banks Borrower or any other Subsidiary is now a party or by which any of them or any of their properties may be bound or affected; , (iib) violate any provision of the organizational documents of Borrower or any Subsidiary, (c) materially contravene any judgment, order, writ, injunction, decree or demand of any court, arbitrator, grand jury, or Governmental Agency; or (iii) any statute, rule or regulation applicable to Borrower or Banks, except, in each such case, for such violations and conflicts that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on such Person, or (bd) result in the material creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any property or asset of Borrower, Banks Borrower or any other SubsidiarySubsidiary under the terms or provisions of any of the foregoing. None of Borrower, either Bank Borrower or any other Subsidiary is in material default in the performance, observance or fulfillment of any of the terms, obligations, covenants, conditions or provisions contained in any indenture or other agreement creating, evidencing or securing Indebtedness indebtedness of any kind or pursuant to which any such Indebtedness indebtedness is issued, or other agreement or instrument to which Borrower, Banks Borrower or any other Subsidiary is a party or by which Borrower, Banks Borrower or any other Subsidiary or their respective properties may be bound or affected, exceptwhich would have a material adverse effect on the financial condition, in each case, only such defaults that would not reasonably be expected to have, singularly business or in operations of Borrower and the aggregate, Subsidiaries taken as a Material Adverse Effect on Borrower, Banks or any other Subsidiarywhole.

No Defaults or Restrictions. Neither the execution and delivery of any of the Agreement or the Subordinated Notes Financing Agreements nor compliance with their terms and conditions will (a) violate, conflict with or result in a breach of, or constitute a default under: (i) , any of the terms, obligations, covenants, conditions or provisions of any corporate restriction or of an contract, agreement, any indenture, mortgage, deed of trust, pledge, bank loan or credit agreement, corporate charter, bylaw or any other agreement or instrument to which Borrower, Banks Parent or any other Subsidiary of the Subsidiaries is now a party or by which any of them or any of their properties may be bound or affected; (ii) , or any judgment, order, writ, injunction, decree or demand of any court, arbitrator, grand jury, or Governmental Agency; or (iii) any statute, rule or regulation applicable to Borrower or Banks, except, in each such case, for such violations and conflicts that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on such PersonAuthority, or (b) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any property or asset of Borrower, Banks Parent or any other Subsidiaryof the Subsidiaries under the terms or provisions of any of the foregoing. None Neither Borrower nor Parent nor any of Borrower, either Bank or any other Subsidiary the Subsidiaries is in material default in the performance, observance or fulfillment of any of the terms, obligations, covenants, conditions or provisions contained in any indenture or other agreement creating, evidencing or securing Indebtedness indebtedness of any kind or pursuant to which any such Indebtedness indebtedness is issued, or other agreement or instrument to which Borrower, Banks Parent or any other Subsidiary of the Subsidiaries is a party or by which Borrowerwhich, Banks Parent or any other Subsidiary of the Subsidiaries or any of their respective properties may be bound or affected, except, in each case, only such defaults that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on Borrower, Banks or any other Subsidiary.

No Defaults or Restrictions. Neither the execution and delivery of the Agreement or the Subordinated Notes Transaction Documents nor compliance with their terms and conditions will (a) violate, conflict with or result in a material breach of, or constitute a material default under: (i) any of the terms, obligations, covenants, conditions or provisions of any corporate restriction or of an contract, agreement, any indenture, mortgage, deed of trust, pledge, bank loan or credit agreement, charter, bylaw or any other agreement or instrument to which Borrower, Banks Borrower or any other Subsidiary is now a party or by which any of them or any of their properties may be bound or affected; (ii) subject to any applicable approvals by regulatory authorities having jurisdiction over Borrower, by any judgment, order, writ, injunction, decree or demand of any court, arbitrator, grand jury, or Governmental Agency; or (iii) any statute, rule or regulation applicable to Borrower or Banks, except, in each such case, for such violations and conflicts that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on such PersonBorrower, or (b) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any property or asset of Borrower, Banks Borrower or any other Subsidiary. None of Borrower, either Bank Borrower or any other Subsidiary is in material default in the performance, observance or fulfillment of any of the terms, obligations, covenants, conditions or provisions contained in any indenture or other agreement creating, evidencing or securing Indebtedness indebtedness of any kind or pursuant to which any such Indebtedness indebtedness is issued, or other agreement or instrument to which Borrower, Banks Borrower or any other Subsidiary is a party or by which Borrower, Banks Borrower or any other Subsidiary or their respective properties may be bound or affected, except, in each case, only such defaults that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on Borrower, Banks or any other Subsidiary.

No Defaults or Restrictions. Neither the execution and delivery of the Agreement or the Subordinated Notes Transaction Documents nor compliance with their terms and conditions will (a) violate, conflict with or result in a material breach of, or constitute a material default under: (i) the charter or bylaws of Borrower or PFP; (ii) any of the terms, obligations, covenants, conditions or provisions of any corporate restriction or of an contract, agreement, any indenture, mortgage, deed of trust, pledge, bank loan or credit agreement, charter, bylaw or any other material agreement or instrument to which Borrower, Banks or any other Subsidiary Borrower is now a party or by which any of them Borrower or any of their its properties may be bound or affected; (iiiii) any judgment, order, writ, injunction, decree or demand of any court, arbitrator, grand jury, or Governmental AgencyAgency applicable to Borrower; or (iiiiv) any statute, rule or regulation applicable to Borrower or Banks, except, in each such case, for such violations and conflicts that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on such PersonBorrower, or (b) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any property or asset of BorrowerBorrower or PFP except in the case of (a)(ii), Banks (a)(iii), (a)(iv) and (b), such violations, conflicts, breaches, defaults, liens, charges or any other Subsidiaryencumbrances as would not have a Material Adverse Effect. None of Borrower, either Bank or any other Subsidiary Neither Borrower nor PFP is in material default in the performance, observance or fulfillment of any of the terms, obligations, covenants, conditions or provisions contained in any material indenture or other agreement creating, evidencing or securing Indebtedness of any kind or pursuant to which any such Indebtedness is issued, or other agreement or instrument to which Borrower, Banks Borrower or any other Subsidiary PFP is a party or by which Borrower, Banks Borrower or any other Subsidiary PFP or their respective properties may be bound or affected, except, in each case, only such defaults that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on Borrower, Banks or any other Subsidiary.

No Defaults or Restrictions. Neither the execution and delivery of the Agreement or the Subordinated Notes Transaction Documents nor compliance with their terms and conditions will (a) violate, conflict with or result in a material breach of, or constitute a material default under: (i) the certificate of incorporation or bylaws of Borrower or any of the terms, obligations, covenants, conditions or provisions of any corporate restriction or of an contract, agreement, any indenture, mortgage, deed of trust, pledge, bank loan or credit agreement, charter, bylaw or any other material agreement or instrument to which Borrower, Banks Borrower or any other Subsidiary is now a party or by which any of them or any of their properties may be bound or affected; (ii) any judgment, order, writ, injunction, decree or demand of any court, arbitrator, grand jury, or Governmental Agency; or (iii) any statute, rule or regulation applicable to Borrower or Banks, except, in each such case, for such violations and conflicts that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on such PersonBorrower, or (b) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any property or asset of Borrower, Banks Borrower or any other Subsidiary. None of Borrower, either Bank Borrower or any other Subsidiary is in default in the performance, observance or fulfillment of any of the terms, obligations, covenants, conditions or provisions contained in any indenture or other agreement creating, evidencing or securing Indebtedness of any kind or pursuant to which any such Indebtedness is issued, or other agreement or instrument to which Borrower, Banks Borrower or any other Subsidiary is a party or by which Borrower, Banks Borrower or any other Subsidiary or their respective properties may be bound or affected, except, in each case, only such defaults affected that would not could reasonably be expected to havehave a material adverse effect upon the financial condition, singularly business or in the aggregate, a Material Adverse Effect on Borrower, Banks operations of Borrower or any other such Subsidiary.

No Defaults or Restrictions. Neither the execution and delivery of the Agreement or the Subordinated Notes nor compliance with their terms and conditions will (a) violate, conflict with or result in a breach of, or constitute a default under: (i) any of the terms, obligations, covenants, conditions or provisions of any corporate restriction or of an any contract, agreement, indenture, mortgage, deed of trust, pledge, bank loan or credit agreement, charter, bylaw or any other agreement or instrument to which Borrower, Banks Bank or any other Subsidiary is now a party or by which any of them or any of their properties may be bound or affected; (ii) any judgment, order, writ, injunction, decree or demand of any court, arbitrator, grand jury, or Governmental Agency; or (iii) any statute, rule or regulation applicable to Borrower or BanksBank, except, in each such case, for such violations and conflicts that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on such Person, or (b) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any property or asset of Borrower, Banks Bank or any other Subsidiary. None of Borrower, either Bank or any other Subsidiary is in default in the performance, observance or fulfillment of any of the terms, obligations, covenants, conditions or provisions contained in any indenture or other agreement creating, evidencing or securing Indebtedness of any kind or pursuant to which any such Indebtedness is issued, or other agreement or instrument to which Borrower, Banks Bank or any other Subsidiary is a party or by which Borrower, Banks Bank or any other Subsidiary or their respective properties may be bound or affected, except, in each case, only such defaults that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on Borrower, Banks Bank or any other Subsidiary.

No Defaults or Restrictions. Neither the execution and delivery of the Agreement or the Subordinated Notes Transaction Documents nor compliance with their terms and conditions will will: (a) violate, conflict with or result in a material breach of, or constitute a material default under: under (i) any of the terms, obligations, covenants, conditions or provisions of any corporate restriction or of an contract, agreement, any indenture, mortgage, deed of trust, pledge, bank loan or credit agreement, charter, bylaw or any other agreement or instrument to which Borrower, Banks Borrower or any other Subsidiary is now a party or by which any of them or any of their properties may be bound or affected; , (ii) any judgment, order, writ, injunction, decree or demand of any court, arbitrator, grand jury, or Governmental Agency; , or (iii) any statute, rule or regulation applicable to Borrower or Banks, except, in each such case, for such violations and conflicts that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on such Person, Borrower; or (b) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any property or asset of Borrower, Banks Borrower or any other Subsidiary. None of Borrower, either Bank Borrower or any other Subsidiary is in material default in the performance, observance or fulfillment of any of the terms, obligations, covenants, conditions or provisions contained in any indenture or other agreement creating, evidencing or securing Indebtedness indebtedness of any kind or pursuant to which any such Indebtedness indebtedness is issued, or other agreement or instrument to which Borrower, Banks Borrower or any other Subsidiary is a party or by which Borrower, Banks Borrower or any other Subsidiary or their respective properties may be bound or affected, except, in each case, only such defaults that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on Borrower, Banks or any other Subsidiary.

No Defaults or Restrictions. Neither the execution and delivery of the Agreement or the Subordinated Notes Transaction Documents nor compliance with their terms and conditions will (a) violate, conflict with or result in a material breach of, or constitute a material default under: (i) any of the terms, obligations, covenants, conditions or provisions of any corporate restriction or of an contract, agreement, any indenture, mortgage, deed of trust, pledge, bank loan or credit agreement, charter, bylaw or any other agreement or instrument to which Borrower, Banks Borrower or any other Subsidiary is now a party or by which any of them or any of their properties may be bound or affected; (ii) any judgment, order, writ, injunction, decree or demand of any court, arbitrator, grand jury, or Governmental Agency; or (iii) any statute, rule or regulation applicable to Borrower or Banks, except, in each such case, for such violations and conflicts that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on such PersonBorrower, or (b) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any property or asset of Borrower, Banks Borrower or any other Subsidiary. None of Borrower, either Bank Borrower or any other Subsidiary is in material default in the performance, observance or fulfillment of any of the terms, obligations, covenants, conditions or provisions contained in any indenture or other agreement creating, evidencing or securing Indebtedness indebtedness of any kind or pursuant to which any such Indebtedness indebtedness is issued, or other agreement or instrument to which Borrower, Banks Borrower or any other Subsidiary is a party or by which Borrower, Banks Borrower or any other Subsidiary or their respective properties may be bound or affected, except, in each case, only such defaults that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on Borrower, Banks or any other Subsidiary.

No Defaults or Restrictions. Neither the execution and --------------------------- delivery of any of the Agreement or the Subordinated Notes Loan Documents nor compliance with their terms and conditions will (a) violate, conflict with or result in a material breach of, or constitute a material default under: (i) , any of the terms, obligations, covenants, conditions or provisions of any corporate restriction or of an contract, agreement, any indenture, mortgage, deed of trust, pledge, bank loan or credit agreement, corporate charter, bylaw or any other agreement or instrument to which Borrower, Banks the Borrower or any other the Subsidiary is now a party or by which any of them or any of their respective properties may be is now bound or affected; (ii) , or any judgment, order, writ, injunction, decree or demand of any court, arbitrator, grand jury, or Governmental Agency; or (iii) any statute, rule or regulation applicable to Agency binding on the Borrower or Banks, except, in each such case, for such violations and conflicts that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on such PersonSubsidiary, or (b) result in the creation or imposition of any material lien, charge or encumbrance of any nature whatsoever upon any property or asset of Borrower, Banks the Borrower or the Subsidiary under the terms or provisions of any other Subsidiaryof the foregoing. None of Borrower, either Bank or any other Neither the Borrower nor the Subsidiary is in material default in the performance, observance or fulfillment of any of the terms, obligations, covenants, conditions or provisions contained in any indenture or other agreement creating, evidencing or securing Indebtedness indebtedness of any kind or pursuant to which any such Indebtedness indebtedness is issued, or other agreement or instrument to which Borrower, Banks the Borrower or any other the Subsidiary is a party or by which Borrower, Banks the Borrower or any other the Subsidiary or their respective properties may be is now bound or affected, except, in each case, only such defaults that would not reasonably be expected to have, singularly or in the aggregate, a Material Adverse Effect on Borrower, Banks or any other Subsidiary.