Common use of Compliance with Laws, Contracts, Licenses, and Permits Clause in Contracts

Compliance with Laws, Contracts, Licenses, and Permits. The Borrowers will comply with, and will cause each of their respective Restricted Subsidiaries and each Guarantor to comply in all respects with (i) all applicable laws and regulations now or hereafter in effect wherever its business is conducted, including all Environmental Laws, (ii) the provisions of its corporate charter, partnership agreement or declaration of trust, as the case may be, and other charter documents and bylaws, (iii)all agreements and instruments to which it is a party or by which it or any of its properties may be bound, (iv)all applicable decrees, orders, and judgments, and (v)all licenses and permits required by applicable laws and regulations for the conduct of its business or the ownership, use or operation of its properties, except when a failure to so comply with the foregoing (i)-(v) would not have a material adverse effect on the business, assets or financial condition of such Borrower, such Restricted Subsidiary or such Guarantor (provided, further, that the foregoing shall not limit any obligation to comply with terms of the Loan Documents). If at any time while any Loan or Note is outstanding or the Lenders have any obligation to make Loans hereunder, any authorization, consent, approval, permit or license from any officer, agency or instrumentality of any government shall become necessary or required in order that the Borrowers or any Guarantor may fulfill any of their obligations hereunder, the Borrowers will, and will cause the Guarantors to, immediately take or cause to be taken all steps necessary to obtain such authorization, consent, approval, permit or license.

Compliance with Laws, Contracts, Licenses, and Permits. The Borrowers Borrower will comply with, (and will cause each of their respective Restricted Borrower Subsidiaries and each Guarantor to to) comply in all material respects with (i) all applicable laws (including without limitation Anti-Corruption Laws and applicable Sanctions) and regulations now or hereafter in effect wherever its business is conducted, including all Environmental Laws, (ii) the provisions of its corporate charter, partnership agreement, limited liability company agreement or declaration of trust, as the case may be, and other charter documents and bylaws, (iii)all iii) all agreements and instruments to which it is a party or by which it or any of its properties may be bound, (iv)all iv) all applicable decrees, orders, and judgments, and (v)all v) all licenses and permits required by applicable laws and regulations for the conduct of its business or the ownership, use or operation of its properties, except when where a failure to so comply with the foregoing any of clauses (i)-(vi) through (v) would not reasonably be likely to have a material adverse effect on the business, assets or financial condition of such Borrower, such Restricted Subsidiary or such Guarantor (provided, further, that the foregoing shall not limit any obligation to comply with terms of the Loan Documents)Material Adverse Effect. If at any time while any Loan or Note is outstanding or the Lenders have any obligation to make Loans hereunder, any authorization, consent, approval, permit or license from any officer, agency or instrumentality of any government shall become necessary or required in order that the Borrowers Borrower or any Guarantor its respective Subsidiaries may fulfill any of their its obligations hereunder, the Borrowers will, and Borrower or such Subsidiary will cause the Guarantors to, immediately take or cause to be taken all steps necessary to obtain such authorization, consent, approval, permit or licenselicense and furnish the Agent and the Lenders with evidence thereof, except to the extent any failure by Borrower to do so would not be reasonably likely to have a Material Adverse Effect. Borrower shall develop and implement such programs, policies and procedures as are necessary to comply, in all material respects, with the Patriot Act and Anti-Corruption Laws.

Compliance with Laws, Contracts, Licenses, and Permits. The Borrowers will comply with, and will cause each of their respective Restricted Subsidiaries and each Guarantor to comply in all material respects with (i) all applicable laws (including without limitation Anti-Corruption Laws and applicable Sanctions) and regulations now or hereafter in effect wherever its business is conducted, including all Environmental Laws, (ii) the provisions of its corporate charter, partnership agreement, limited liability company agreement or declaration of trust, as the case may be, and other charter documents and bylaws, (iii)all iii) all agreements and instruments to which it is a party or by which it or any of its properties may be bound, (iv)all iv) all applicable decrees, orders, and judgments, and (v)all v) all licenses and permits required by applicable laws and regulations for the conduct of its business or the ownership, use or operation of its properties, except when where a failure to so comply with the foregoing any of clauses (i)-(vi) through (v) would not reasonably be likely to have a material adverse effect on the business, assets or financial condition of such Borrower, such Restricted Subsidiary or such Guarantor (provided, further, that the foregoing shall not limit any obligation to comply with terms of the Loan Documents)Material Adverse Effect. If at any time while any Loan or Note is outstanding or the Lenders have any obligation to make Loans hereunder, any authorization, consent, approval, permit or license from any officer, agency or instrumentality of any government shall become necessary or required in order that the Borrowers or any Guarantor their respective Subsidiaries may fulfill any of their its obligations hereunder, the Borrowers will, and or such Subsidiary will cause the Guarantors to, immediately take or cause to be taken all steps necessary to obtain such authorization, consent, approval, permit or licenselicense and furnish Agent and Lenders with evidence thereof, except to the extent any failure by the Borrowers to do so would not be reasonably likely to have a Material Adverse Effect. The Borrowers shall develop and implement such programs, policies and procedures as are necessary to comply, in all material respects, with the Patriot Act and Anti-Corruption Laws.

Compliance with Laws, Contracts, Licenses, and Permits. The Each of the Borrowers will comply withwill, and will cause each of their respective Restricted Subsidiaries and each Guarantor to to, comply in all material respects with (ia) all the applicable laws and regulations now or hereafter in effect wherever its business is conducted, including all Environmental Laws, (iib) the provisions of its corporate charter, partnership agreement or declaration of trust, as the case may be, and other charter documents and bylawsGoverning Documents, (iii)all c) all agreements and instruments to which it is a party or by which it or any of its properties may be bound, bound and (iv)all d) all applicable decrees, orders, and judgments, and (v)all licenses and permits required by applicable laws and regulations for the conduct of its business or the ownership, use or operation of its properties, except when a failure to so comply with the foregoing (i)-(v) would not have a material adverse effect on the business, assets or financial condition of such Borrower, such Restricted Subsidiary or such Guarantor (provided, further, that the foregoing shall not limit any obligation to comply with terms of the Loan Documents). If at any time while any Loan or Note is outstanding or the Lenders have any obligation to make Loans hereunder, any authorization, consent, approval, permit or license from any officer, agency or instrumentality of any government shall become necessary or required in order that the Borrowers or any Guarantor of their Subsidiaries may fulfill any of their obligations hereunderhereunder or any of the other Loan Documents to which any Borrower or such Subsidiary is a party, the Borrowers will, and or (as the case may be) will cause the Guarantors such Subsidiary to, immediately take or cause to be taken all reasonable steps necessary within the power of the Borrowers or such Subsidiary to obtain such authorization, consent, approval, permit or licenselicense and furnish the Administrative Agent and the Lenders with evidence thereof. Without limiting the foregoing, each of the Borrowers will, and will cause each of its Subsidiaries to, obtain any and all approvals by any federal, state or local liquor authority necessary for the continued operation at all times of any Restaurant operated by any of the Borrowers or their Subsidiaries with full liquor service unless the failure to obtain such approvals would not have a Material Adverse Effect.

Compliance with Laws, Contracts, Licenses, and Permits. The Borrowers will comply withBorrower and the Guarantors will, and will cause each of their respective Restricted Subsidiaries and each Guarantor to to, comply in all respects with (ia) all applicable laws Applicable Laws and regulations now or hereafter in effect wherever its business is conducted, including all Environmental Laws, (iib) the provisions of its corporate charter, partnership agreement, limited liability company agreement or declaration of trust, as the case may be, and other charter documents and bylaws, (iii)all c) all agreements and instruments to which it is a party or by which it or any of its properties may be bound, (iv)all d) all applicable decrees, orders, and judgments, and (v)all e) all licenses and permits required by applicable laws Applicable Laws and regulations for the conduct of its business or the ownership, use or operation of its properties, except when a where failure to so comply with the foregoing either clause (i)-(va) or (e) would not have a result in the material adverse effect on non-compliance with the business, assets or financial condition of items described in such Borrower, such Restricted Subsidiary or such Guarantor (provided, further, that the foregoing shall not limit any obligation to comply with terms of the Loan Documents)clauses. If at any time while any Loan or Note is outstanding or the Lenders have any obligation to make Loans hereunder, any authorization, consent, approval, permit or license from any officer, agency or instrumentality of any government shall become necessary or required in order that the Borrowers or Borrower, any Guarantor or their respective Subsidiaries may fulfill any of their its obligations hereunder, the Borrowers willBorrower, and such Guarantor or such Subsidiary will cause the Guarantors to, immediately promptly take or cause to be taken all steps necessary to obtain such authorization, consent, approval, permit or licenselicense and furnish the Agent and the Lenders with evidence thereof. The Borrower shall develop and implement such programs, policies and procedures as are necessary to comply with the Patriot Act and shall promptly advise the Agent in writing in the event that the Borrower shall determine that any investors in the Borrower are in violation of such act.

Compliance with Laws, Contracts, Licenses, and Permits. The Borrowers will comply withwill, and will cause each of their respective Restricted Subsidiaries and each Guarantor to to, comply in all respects with (i) all applicable laws and regulations now or hereafter in effect wherever its business is conducted, including all Environmental Laws, (ii) the provisions of its corporate charter, partnership agreement, limited liability company agreement or declaration of trust, as the case may be, and other charter documents and bylaws, (iii)all iii) all agreements and instruments to which it is a party or by which it or any of its properties may be bound, (iv)all iv) all applicable decrees, orders, and judgments, and (v)all v) all licenses and permits required by applicable laws and regulations for the conduct of its business or the ownership, use or operation of its properties, except when where a failure to so comply with the foregoing any of clauses (i)-(vi) would through (v) could not reasonably be expected to have a material adverse effect on the business, assets or financial condition of such Borrower, such Restricted Subsidiary or such Guarantor (provided, further, that the foregoing shall not limit any obligation to comply with terms of the Loan Documents)Material Adverse Effect. If at any time while any Loan or Note is outstanding or the Lenders have any obligation to make Loans hereunder, any authorization, consent, approval, permit or license from any officer, agency or instrumentality of any government shall become necessary or required in order that the Borrowers or any Guarantor their respective Subsidiaries may fulfill any of their its obligations hereunder, the Borrowers will, and or such Subsidiary will cause the Guarantors to, immediately take or cause to be taken all reasonable steps necessary to obtain such authorization, consent, approval, permit or licenselicense and furnish the Agent and the Lenders with evidence thereof. Borrowers shall develop and implement such programs, policies and procedures as are necessary to comply with the Patriot Act and shall promptly advise the Agent in writing in the event that Borrowers shall determine that any investors in Borrowers are in violation of such act.

Compliance with Laws, Contracts, Licenses, and Permits. The Borrowers Borrower, the Subsidiary Guarantors and the Trust will comply with, and will cause each of their respective Restricted Subsidiaries and each Guarantor to comply in all respects with (ia) all applicable laws and regulations now or hereafter in effect wherever its business is conductedconducted that are material in any respect to the operation of their respective businesses in the ordinary course and consistent with past practices, including including, without limitation, all such Environmental LawsLaws and all such applicable federal and state securities laws, except where the failure to so comply could not reasonably be expected to have a Material Adverse Effect, (iib) the provisions of its corporate charter, partnership agreement or declaration of trustcorporate charter and other Organizational Documents, as the case may be, and other charter documents and bylawsapplicable, (iii)all c) all material agreements and instruments to which it is a party or by which it or any of its properties may be boundbound (including the Real Estate Assets, the Leases and the Property Level Loan Documents, as applicable), except where the failure to so comply could not reasonably be expected to have a Material Adverse Effect, and (iv)all d) all applicable decrees, orders, and judgments, and (v)all licenses and permits required by applicable laws and regulations for except where the conduct of its business or the ownership, use or operation of its properties, except when a failure to so comply with the foregoing (i)-(v) would could not reasonably be expected to have a material adverse effect on the business, assets or financial condition of such Borrower, such Restricted Subsidiary or such Guarantor (provided, further, that the foregoing shall not limit any obligation to comply with terms of the Loan Documents)Material Adverse Effect. If at any time while any the Term Loan or any Note or other Obligation is outstanding or the Lenders have any obligation to make Loans hereunderoutstanding, any authorization, consent, approval, permit or license from any officer, agency or instrumentality of any government Permit shall become necessary or required in order that the Borrowers Borrower or any Subsidiary Guarantor may fulfill any of their its obligations hereunder, the Borrowers willBorrower, the Subsidiary Guarantors and the Trust and their respective Subsidiaries will cause the Guarantors to, immediately take or cause to be taken all reasonable steps necessary within the power of the Borrower, such Subsidiary Guarantor or the Trust, as applicable, to obtain such authorization, consent, approval, permit or licensePermit and furnish the Agent with evidence thereof.

Compliance with Laws, Contracts, Licenses, and Permits. The Borrowers will comply withCredit Parties will, and will cause each of their respective Restricted Subsidiaries and each Guarantor to the other Transaction Parties to, comply in all respects with (i) all applicable laws and regulations Legal Requirements now or hereafter in effect wherever its business is conducted, including all Environmental Laws, (ii) the provisions of its corporate charter, partnership agreement, limited liability company agreement or declaration of trust, as the case may be, and other charter documents and bylaws, (iii)all iii) all agreements and instruments to which it is a party or by which it or any of its properties may be bound, (iv)all iv) all applicable decrees, orders, and judgments, and (v)all v) all licenses and permits required by applicable laws and regulations Legal Requirements for the conduct of its business or the ownership, use or operation of its properties, except when where a failure to so comply with the foregoing any of clauses (i)-(vi) would through (v) could not reasonably be expected to have a material adverse effect on the business, assets or financial condition of such Borrower, such Restricted Subsidiary or such Guarantor (provided, further, that the foregoing shall not limit any obligation to comply with terms of the Loan Documents)Material Adverse Effect. If at any time while any Loan or Note is outstanding or the Lenders have any obligation to make Loans hereunder, any authorization, consent, approval, permit or license from any officer, agency or instrumentality of any government shall become necessary or required in order that the Borrowers Borrower or any Guarantor its respective Subsidiaries may fulfill any of their its obligations hereunder, the Borrowers will, and Borrower or such Subsidiary will cause the Guarantors to, immediately take or cause to be taken all steps necessary to obtain such authorization, consent, approval, permit or licenselicense and furnish the Agent and the Lenders with evidence thereof, except where the failure to obtain the foregoing could not reasonably be expected to have a Material Adverse Effect. The Credit Parties shall develop and implement such programs, policies and procedures reasonably designed to promote and achieve compliance with the Anti-Corruption Laws and applicable Sanctions by the Credit Parties, their Subsidiaries, their respective directors, officers, employees, Affiliates and agents and representatives that will act in any capacity in connection with or benefit from this Agreement.

Compliance with Laws, Contracts, Licenses, and Permits. The Borrowers Borrower and the Subsidiary Guarantors will comply with, and will cause each of their respective Restricted Subsidiaries and each Guarantor to comply in all material respects with (i) all applicable laws (including without limitation Anti-Corruption Laws and applicable Sanctions) and regulations now or hereafter in effect wherever its business is conducted, including all Environmental Laws, (ii) the provisions of its corporate charter, partnership agreement, limited liability company agreement or declaration of trust, as the case may be, and other charter documents and bylaws, (iii)all iii) all agreements and instruments to which it is a party or by which it or any of its properties may be bound, (iv)all iv) all applicable decrees, orders, and judgments, and (v)all v) all licenses and permits required by applicable laws and regulations for the conduct of its business or the ownership, use or operation of its properties, except when where a failure to so comply with the foregoing any of clauses (i)-(vi) through (v) would not reasonably be likely to have a material adverse effect on the business, assets or financial condition of such Borrower, such Restricted Subsidiary or such Guarantor (provided, further, that the foregoing shall not limit any obligation to comply with terms of the Loan Documents)Material Adverse Effect. If at any time while any Loan or Note is outstanding or the Lenders have any obligation to make Loans hereunder, any authorization, consent, approval, permit or license from any officer, agency or instrumentality of any government shall become necessary or required in order that the Borrowers Borrower or any Guarantor its Subsidiaries may fulfill any of their its obligations hereunder, the Borrowers will, and Borrower or such Subsidiary will cause the Guarantors to, immediately take or cause to be taken all steps necessary to obtain such authorization, consent, 100 approval, permit or licenselicense and furnish Agent and Lenders with evidence thereof, except to the extent any failure by Borrower or any Subsidiary Guarantor to do so would not be reasonably likely to have a Material Adverse Effect. Borrower and the Subsidiary Guarantors shall develop and implement such programs, policies and procedures as are necessary to comply, in all material respects, with the Patriot Act and Anti-Corruption Laws.

Compliance with Laws, Contracts, Licenses, and Permits. The Borrowers will comply withwill, and will cause each of their respective Restricted Subsidiaries and each Guarantor to to, comply in all respects with (i) all applicable laws and regulations now or hereafter in effect wherever its business is conducted, including all Environmental Laws, (ii) the provisions of its corporate charter, partnership agreement, limited liability company agreement or declaration of trust, as the case may be, and other charter documents and bylaws, (iii)all iii) all agreements and instruments to which it is a party or by which it or any of its properties may be bound, (iv)all iv) all applicable decrees, orders, and judgments, and (v)all v) all licenses and permits required by applicable laws and regulations for the conduct of its business or the ownership, use or operation of its properties, except when where a failure to so comply with the foregoing any of clauses (i)-(vi) would through (v) could not reasonably be expected to have a material adverse effect on the business, assets or financial condition of such Borrower, such Restricted Subsidiary or such Guarantor (provided, further, that the foregoing shall not limit any obligation to comply with terms of the Loan Documents)Material Adverse Effect. If at any time while any Loan or Note is outstanding or the Lenders have any obligation to make Loans hereunder, any authorization, consent, approval, permit or license from any officer, agency or instrumentality of any government shall become necessary or required in order that the Borrowers or any Guarantor their respective Subsidiaries may fulfill any of their its obligations hereunder, the Borrowers will, and or such Subsidiary will cause the Guarantors to, immediately take or cause to be taken all steps necessary to obtain such authorization, consent, approval, permit or licenselicense and furnish the Agent and the Lenders with evidence thereof. Borrowers shall develop and implement such programs, policies and procedures as are necessary to comply with the Patriot Act and shall promptly advise Agent in writing in the event that Borrowers shall determine that any investors in Borrowers are in violation of such act.

Compliance with Laws, Contracts, Licenses, and Permits. The Borrowers will comply withCompany will, and will cause each of their respective Restricted Subsidiaries and each Guarantor to the other Hasbro Companies to, comply in all respects with (i) all applicable laws and regulations now or hereafter in effect wherever its business is conducted, including all including, without limitation, Environmental Laws, except where the failure to comply is not reasonably likely to have a Material Adverse Effect, (ii) the provisions of its corporate charter, partnership agreement or declaration of trust, as the case may be, and other charter documents and bylawsby-laws, and (iii)all iii) all agreements and instruments to which it is a party or by which it or any of its properties may be boundbound except where the failure to comply is not reasonably likely to have a Material Adverse Effect, and (iv)all iv) all applicable decrees, orders, and judgments, and (v)all licenses and permits required by applicable laws and regulations for except where the conduct of its business or the ownership, use or operation of its properties, except when a failure to so comply with the foregoing (i)-(v) would is not reasonably likely to have a material adverse effect on the business, assets or financial condition of such Borrower, such Restricted Subsidiary or such Guarantor (provided, further, that the foregoing shall not limit any obligation to comply with terms of the Loan Documents)Material Adverse Effect. If at any time while any Loan Loan, Note, Unpaid Reimbursement Obligation or Note Letter of Credit is outstanding or the Lenders have any Bank has any obligation to make Loans hereunderhereunder or the Agent has any obligations to issue, extend or renew any Letters of Credit, any authorization, consent, approval, permit or license from any officer, agency or instrumentality of any government shall become necessary or required in order that the Borrowers or any Guarantor Company may fulfill any of their its obligations hereunder, the Borrowers will, and Company will cause the Guarantors to, immediately promptly take or cause to be taken all reasonable steps necessary within the power of the Company to obtain such authorization, consent, approval, permit or licenselicense and furnish the Banks with evidence thereof.

Compliance with Laws, Contracts, Licenses, and Permits. The Borrowers will comply with, and will cause each of their respective Restricted Controlled Subsidiaries and each Guarantor to comply in all respects with (i) all applicable laws and regulations now or hereafter in effect wherever its business is conducted, including all Environmental Laws, (ii) the provisions of its corporate charter, partnership agreement or declaration of trust, as the case may be, and other charter documents and bylaws, (iii)all iii) all agreements and instruments to which it is a party or by which it or any of its properties may be bound, (iv)all iv) all applicable decrees, orders, and judgments, and (v)all v) all licenses and permits required by applicable laws and regulations for the conduct of its business or the ownership, use or operation of its properties, except when a failure to so comply with the foregoing (i)-(v) would not have a material adverse effect on the business, assets or financial condition of such Borrower, such Restricted Controlled Subsidiary or such Guarantor (provided, further, that the foregoing shall not limit any obligation to comply with terms of the Loan Documents). If at any time while any Loan or Note is outstanding or the Lenders Banks have any obligation to make Loans hereunder, any authorization, consent, approval, permit or license from any officer, agency or instrumentality of any government shall become necessary or required in order that the Borrowers or any Guarantor may fulfill any of their obligations hereunder, the Borrowers will, and will cause the Guarantors to, immediately take or cause to be taken all steps necessary to obtain such authorization, consent, approval, permit or license.

Compliance with Laws, Contracts, Licenses, and Permits. The Borrowers Borrower and the Subsidiary Guarantors will comply with, and will cause each of their respective Restricted Subsidiaries and each Guarantor to comply in all material respects with (i) all applicable laws (including without limitation Anti-Corruption Laws and applicable Sanctions) and regulations now or hereafter in effect wherever its business is conducted, including all Environmental Laws, (ii) the provisions of its corporate charter, partnership agreement, limited liability company agreement or declaration of trust, as the case may be, and other charter documents and bylaws, (iii)all iii) all agreements and instruments to which it is a party or by which it or any of its properties may be bound, (iv)all iv) all applicable decrees, orders, and judgments, and (v)all v) all licenses and permits required by applicable laws and regulations for the conduct of its business or the ownership, use or operation of its properties, except when where a failure to so comply with the foregoing any of clauses (i)-(vi) through (v) would not reasonably be likely to have a material adverse effect on the business, assets or financial condition of such Borrower, such Restricted Subsidiary or such Guarantor (provided, further, that the foregoing shall not limit any obligation to comply with terms of the Loan Documents)Material Adverse Effect. If at any time while any Loan or Note is outstanding or the Lenders have any obligation to make Loans hereunder, any authorization, consent, approval, permit or license from any officer, agency or instrumentality of any government shall become necessary or required in order that the Borrowers Borrower or any Guarantor its Subsidiaries may fulfill any of their its obligations hereunder, the Borrowers will, and Borrower or such Subsidiary will cause the Guarantors to, immediately take or cause to be taken all steps necessary to obtain such authorization, consent, approval, permit or licenselicense and furnish Agent and Lenders with evidence thereof, except to the extent any failure by Borrower or any Subsidiary Guarantor to do so would not be reasonably likely to have a Material Adverse Effect. Borrower and the Subsidiary Guarantors shall develop and implement such programs, policies and procedures as are necessary to comply, in all material respects, with the Patriot Act and Anti-Corruption Laws.