Common use of Authorization of Borrowing, No Conflict Clause in Contracts

Authorization of Borrowing, No Conflict. Each Loan Party has the power and authority to incur the Obligations and to grant security interests in the Collateral. On the Closing Date, the execution, delivery and performance of the Loan Documents by each Loan Party signatory thereto will have been duly authorized by all necessary corporate and shareholder action. The execution, delivery and performance by each Loan Party of each Loan Document to which it is a party and the consummation of the transactions contemplated by the Loan Documents by each Loan Party do not contravene any applicable law, the corporate charter or bylaws or other organizational documents of any Loan Party or any material agreement or order by which any Loan Party or any Loan Party's property is bound and will not (x) result in or require the creation or imposition of any Lien of any nature whatsoever upon any properties or assets of any Loan Party, other than Permitted Encumbrances, or (y) require any approval of the interest holders of any Loan Party or any approval or consent of any Person under any material contractual obligation of any Loan Party, other than consents or approvals that have been obtained and that are still in force and effect. The Loan Documents are the legally valid and binding obligations of the applicable Loan Parties respectively, each enforceable against the Loan Parties, as applicable, in accordance with their respective terms.

Appears in 2 contracts

Samples: Loan and Security Agreement (BNS Holding, Inc.), Loan and Security Agreement (BNS Holding, Inc.)

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Authorization of Borrowing, No Conflict. Each Loan Party has the power and authority to incur the Obligations and to grant liens on or security interests in in, the Collateral. On the Closing Date, the execution, delivery and performance of the Loan Documents and each Related Agreement by each Loan Party signatory thereto will have been duly authorized by all necessary corporate and shareholder or equivalent action. The execution, delivery and performance by each Loan Party of each Loan Document to which it is a party and the consummation of the transactions contemplated by the Loan Documents and each Related Agreement by each Loan Party (i) do not contravene any applicable law, the corporate charter or bylaws (or other equivalent governing and organizational documents documents) of any Loan Party or any material agreement or any order by which any Loan Party or any Loan Party's ’s property is bound and will bound, (ii) do not (x) conflict with or result in the breach or require termination of, constitute a default under or accelerate or permit the acceleration of any performance required by, any indenture, mortgage, deed of trust, lease, agreement or other instrument to which such Loan Party is a party or by which such Loan Party or any of its property is bound; (iii) do not result in the creation or imposition of any Lien upon any of the property of such Loan Party other than those in favor of Administrative or Senior Agent on behalf of the Benefitted Persons, pursuant to the Loan Documents and Related Agreements; and (iv) do not require the consent or approval of any nature whatsoever upon any properties or assets of any Loan Party, other than Permitted Encumbrances, or (y) require any approval of the interest holders of any Loan Party Governmental Authority or any approval or consent of any Person under any material contractual obligation of any Loan Partyother Person, other than consents or approvals that except those which will have been obtained and that are still in force and effectduly obtained, made or complied with prior to the Closing Date. The Loan Documents are the legally valid and binding obligations of the applicable Loan Parties respectively, each enforceable against the Loan PartiesParties party thereto, as applicable, in accordance with their respective terms.

Appears in 1 contract

Samples: Loan Agreement (Recoton Corp)

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Authorization of Borrowing, No Conflict. Each Loan Party has the power and authority to incur the Obligations and to grant liens or security interests in the Collateral. On the Closing Date, the execution, delivery and performance of the Loan Documents and each Related Agreement by each Loan Party signatory thereto will have been duly authorized by all necessary corporate and shareholder or equivalent action. The execution, delivery and performance by each Loan Party of each Loan Document and each Related Agreement to which it is a party and the consummation of the transactions contemplated by the Loan Documents by each Loan Party (i) do not contravene any applicable law, the corporate charter or bylaws (or other equivalent governing and organizational documents documents) of any Loan Party or any material agreement or any order by which any Loan Party or any Loan Party's property is bound and will bound, (ii) do not (x) conflict with or result in the breach or require termination of, constitute a default under or accelerate or permit the acceleration of any performance required by, any indenture, mortgage, deed of trust, lease, agreement or other instrument to which such Loan Party is a party or by which such Loan Party or any of its property is bound; (iii) do not result in the creation or imposition of any Lien upon any of the property of such Loan Party other than those in favor of the Senior Agent, on behalf of the Agents, the Senior Lenders, the Administrative Agent and the Lenders, pursuant to the Security Documents and any Related Agreements; and (iv) do not require the consent or approval of any nature whatsoever upon any properties or assets of any Loan Party, other than Permitted Encumbrances, or (y) require any approval of the interest holders of any Loan Party Governmental Authority or any approval or consent of any Person under any material contractual obligation of any Loan Partyother Person, other than consents or approvals that except those which will have been obtained and that are still in force and effectduly obtained, made or complied with prior to the Closing Date. The Loan Documents are the legally valid and binding obligations of the applicable Loan Parties respectively, each enforceable against the Loan PartiesParties party thereto, as applicable, in accordance with their respective terms.

Appears in 1 contract

Samples: Credit Agreement (Recoton Corp)

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