Common use of Authority, No Conflict, No Consent Required Clause in Contracts

Authority, No Conflict, No Consent Required. The Borrowers represent and warrant that the Borrowers have the power and legal right and authority to enter into the Amendment Documents and has duly authorized as appropriate the execution and delivery of the Amendment Documents and other agreements and documents executed and delivered by the Borrowers in connection herewith or therewith by proper corporate action, and none of the Amendment Documents nor the agreements contained herein or therein contravenes or constitutes a default under any agreement, instrument or indenture to which a Borrower is a party or a signatory or a provision of the Corporate Borrower's Certificate or Articles of Incorporation, Bylaws or any other agreement or requirement of law, or result in the imposition of any Lien on any of its property under any agreement binding on or applicable to a Borrower or any of its property except, if any, in favor of the Lender. The Borrowers represent and warrant that no consent, approval or authorization of or registration or declaration with any Person, including but not limited to any governmental authority, is required in connection with the execution and delivery by the Borrowers of the Amendment Documents or other agreements and documents executed and delivered by the Borrowers in connection therewith or the performance of obligations of the Borrowers therein described, except for those which the applicable Borrower has obtained or provided and as to which such Borrower has delivered certified copies of documents evidencing each such action to the Lender.

Appears in 5 contracts

Samples: Credit Agreement (WTC Industries Inc), Credit Agreement (WTC Industries Inc), Credit Agreement (WTC Industries Inc)

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Authority, No Conflict, No Consent Required. The Borrowers represent Borrower represents and warrant warrants that the Borrowers have Borrower has the power and legal right and authority to enter into the Amendment Documents and has duly authorized as appropriate the execution and delivery of the Amendment Documents and other agreements and documents executed and delivered by the Borrowers Borrower in connection herewith or therewith by proper corporate actioncorporate, and none of the Amendment Documents nor the agreements contained herein or therein contravenes or constitutes a default under any agreement, instrument or indenture to which a the Borrower is a party or a signatory or a provision of the Corporate Borrower's Certificate or Articles of Incorporation, Bylaws or any other agreement or requirement of law, or result in the imposition of any Lien on any of its property under any agreement binding on or applicable to a the Borrower or any of its property except, if any, in favor of the Lender. The Borrowers represent Borrower represents and warrant warrants that no consent, approval or authorization of or registration or declaration with any Person, including but not limited to any governmental authority, is required in connection with the execution and delivery by the Borrowers Borrower of the Amendment Documents or other agreements and documents executed and delivered by the Borrowers Borrower in connection therewith or the performance of obligations of the Borrowers Borrower therein described, except for those which the applicable Borrower has obtained or provided and as to which such the Borrower has delivered certified copies of documents evidencing each such action to the Lender.

Appears in 1 contract

Samples: Credit Agreement (RTW Inc /Mn/)

Authority, No Conflict, No Consent Required. The Borrowers represent Each Borrower represents and warrant warrants that the Borrowers have such Borrower has the power and legal right and authority to enter into the Amendment Documents and has duly authorized as appropriate the execution and delivery of the Amendment Documents and other agreements and documents executed and delivered by the Borrowers such Borrower in connection herewith or therewith by proper corporate action, and none of the Amendment Documents nor the agreements contained herein or therein contravenes or constitutes a default under any agreement, instrument or indenture to which a such Borrower is a party or a signatory or a provision of the Corporate such Borrower's Certificate or Articles of Incorporation, Bylaws or any other agreement or requirement of law, or result in the imposition of any Lien lien on any of its property under any agreement binding on or applicable to a such Borrower or any of its property except, if any, in favor of the LenderAgent. The Borrowers represent Each Borrower represents and warrant warrants that no consent, approval or authorization of or registration or declaration with any Person, including but not limited to any governmental authority, is required in connection with the execution and delivery by the Borrowers such Borrower of the Amendment Documents or other agreements and documents executed and delivered by the Borrowers Borrower in connection therewith or the performance of obligations of the Borrowers such Borrower therein described, except for those which the applicable such Borrower has obtained or provided and as to which such Borrower has delivered certified copies of documents evidencing each such action to the LenderAgent.

Appears in 1 contract

Samples: Credit Agreement (Plato Learning Inc)

Authority, No Conflict, No Consent Required. The Borrowers represent Each Borrower represents and warrant warrants that the Borrowers have such Borrower has the power and legal right and authority to enter into the Amendment Documents and has duly authorized as appropriate the execution and delivery of the Amendment Documents and other agreements and documents executed and delivered by the Borrowers such Borrower in connection herewith or therewith by proper corporate action, and none of the Amendment Documents nor the agreements contained herein or therein contravenes contravene or constitutes constitute a default under any agreement, instrument or indenture to which a such Borrower is a party or a signatory or a provision of the Corporate such Borrower's Certificate or Articles of Incorporation, Bylaws or any other agreement or requirement of law, or result in the imposition of any Lien lien or encumbrance on any of its property under any agreement binding on or applicable to a such Borrower or any of its property except, if any, in favor of the Lender. The Borrowers represent Each Borrower represents and warrant warrants that no consent, approval or authorization of or registration or declaration with any Person, including but not limited to any governmental authority, is required in connection with the execution and delivery by the Borrowers such Borrower of the Amendment Documents or other agreements and documents executed and delivered by the Borrowers such Borrower in connection therewith or the performance of obligations of the Borrowers such Borrower therein described, except for those which the applicable such Borrower has obtained or provided and as to which such Borrower has delivered certified copies of documents evidencing each such action to the Lender.

Appears in 1 contract

Samples: Loan Agreement (Cogeneration Corp of America)

Authority, No Conflict, No Consent Required. The Borrowers represent Borrower represents and warrant warrants that the Borrowers have Borrower has the power and legal right and authority to enter into the Amendment Documents and has duly authorized as appropriate the execution and delivery of the Amendment Documents and other agreements and documents executed and delivered by the Borrowers Borrower in connection herewith or therewith by proper corporate action, and none of the Amendment Documents nor the agreements contained herein or therein contravenes or constitutes a default under any agreement, instrument or indenture to which a the Borrower is a party or a signatory or a provision of the Corporate Borrower's Certificate or Articles of Incorporation, Bylaws or any other agreement or requirement of law, or result in the imposition of any Lien on any of its property under any agreement binding on or applicable to a the Borrower or any of its property except, if any, in favor of the Lender. The Borrowers represent Borrower represents and warrant warrants that no consent, approval or authorization of or registration or declaration with any Person, including but not limited to any governmental authority, is required in connection with the execution and delivery by the Borrowers Borrower of the Amendment Documents or other agreements and documents executed and delivered by the Borrowers Borrower in connection therewith or the performance of obligations of the Borrowers Borrower therein described, except for those which the applicable Borrower has obtained or provided and as to which such the Borrower has delivered certified copies of documents evidencing each such action to the Lender.

Appears in 1 contract

Samples: Credit Agreement (Magstar Technologies Inc)

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Authority, No Conflict, No Consent Required. The Borrowers represent Borrower represents and warrant warrants that it and each Credit Party has the Borrowers have the power and power, legal right right, and authority to enter into the Amendment Documents this Amendment, and has duly authorized as appropriate the execution and delivery of the this Amendment Documents and other agreements and documents executed and delivered by the Borrowers Borrower and any Credit Party in connection herewith or therewith by proper corporate or limited liability company action, and none of the Amendment Documents nor the agreements contained herein or therein foregoing contravenes or constitutes a default under any agreement, instrument instrument, or indenture to which a Borrower or any Credit Party is a party or a signatory or a signatory, any provision of the Corporate Borrower's Certificate ’s or Articles of Incorporationany Credit Party’s organizational documents, Bylaws or any other agreement or requirement of law, or result results in the imposition of any Lien on any of its property under any agreement binding on or applicable to a Borrower or any Credit Party or any of its property except, if any, in favor of the LenderAgent for the benefit of the Lenders. The Borrowers represent Borrower represents and warrant warrants that no consent, approval approval, or authorization of or registration or declaration with any Person, including but not limited to any governmental authority, is required in connection with the execution and delivery by Borrower or any Credit Party of this Amendment or the Borrowers of the Amendment Documents or other agreements and documents executed and delivered by the Borrowers Borrower or any Credit Party in connection therewith or the performance of obligations of the Borrowers Borrower and any Credit Party therein described, except for those which the applicable that Borrower or such Credit Party has obtained or provided and as to which Borrower or such Borrower Credit Party has delivered certified copies of documents evidencing each such action to the LenderLenders.

Appears in 1 contract

Samples: Forbearance Agreement (Roadrunner Transportation Systems, Inc.)

Authority, No Conflict, No Consent Required. The Borrowers represent Borrower represents and warrant warrants that the Borrowers have Borrower has the power and legal right and authority to enter into the Amendment Documents and has duly authorized as appropriate the execution and delivery of the Amendment Documents and other agreements and documents executed and delivered by the Borrowers Borrower in connection herewith or therewith by proper corporate action, and none of the Amendment Documents nor the agreements contained herein or therein contravenes or constitutes a default under any agreement, instrument or indenture to which a the Borrower is a party or a signatory or a provision of the Corporate Borrower's Certificate or Articles of Incorporation, Bylaws or any other agreement or requirement of law, or result in the imposition of any Lien on any of its property under any agreement binding on or applicable to a the Borrower or any of its property except, if any, in favor of the LenderBanks and the Agent. The Borrowers represent Borrower represents and warrant warrants that no consent, approval or authorization of or registration or declaration with any Person, including but not limited to any governmental authority, is required in connection with the execution and delivery by the Borrowers Borrower of the Amendment Documents or other agreements and documents executed and delivered by the Borrowers Borrower in connection therewith or the performance of obligations of the Borrowers Borrower therein described, except for those which the applicable Borrower has obtained or provided and as to which such the Borrower has delivered certified copies of documents evidencing each such action to the Lender.Agent

Appears in 1 contract

Samples: Credit Agreement (Norstan Inc)

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