No Legal Bar to Loans. The execution, delivery and performance of this Agreement, and the consummation of the transactions contemplated hereby, will not violate any Contractual Obligation or material Requirement of Law to which the Borrower or any of its Subsidiaries is a party, or by which the Borrower or any of its Subsidiaries or any of their respective material properties or assets may be bound, and will not result in the creation or imposition of any lien on any of their respective material properties or assets pursuant to the provisions of any such Contractual Obligation.
No Legal Bar to Loans. The execution, delivery and performance by each Loan Party of each Loan Document to which it is a party will not violate any Contractual Obligation or material Requirement of Law to which such Loan Party is a party, or, to the best knowledge of the Company, any Parent of the Company is a party or by which such Loan Party or, to the best knowledge of the Company, any Parent of the Company or any of their respective material properties or assets may be bound, and will not result in the creation or imposition of any Lien (other than under the Security Documents or as contemplated by the Intercreditor Agreement) on any of their respective material properties or assets pursuant to the provisions of any Contractual Obligation.
No Legal Bar to Loans. The execution, delivery and performance of this Credit Agreement and the other Credit Documents by each of the Borrowers will not violate any provision of any existing law, treaty or regulation or of any order, judgment, award or decree of any court, arbitrator or Governmental Authority or of any Requirement of Law or Contractual Obligation applicable to the Borrowers and will not result in the creation or imposition of any Lien on any of the material properties or assets of any of the Borrowers pursuant to the provisions of any such Requirement of Law or Contractual Obligation except, to the extent such violation or Lien could not, individually or in the aggregate, reasonably be expected to cause a Material Adverse Change.
No Legal Bar to Loans. The execution, delivery and performance of the Facility Documents will not violate any provision of any existing law or regulation or of any order or decree of any court or governmental instrumentality, or of the certificates of incorporation or by-laws of the Co-Borrowers, or either of them or any of the Guarantors, or of any mortgage, indenture, contract or other agreement to which the Co-Borrowers, or either of them, or any of the Guarantors is a party or by which the Co-Borrowers, or either of them, or any of the Guarantors or any of their property or assets may be bound, and will not result in the creation or imposition of any Lien on any of its properties pursuant to the provisions of such mortgage, indenture, contract or other agreement.
No Legal Bar to Loans. The execution, delivery and performance of this Agreement and the other Loan Documents, and the use of the proceeds of the borrowings hereunder, will not violate any provision of any existing law or regulation, of any order, judgment, award or decree of any court, arbitrator or governmental authority, of the certificate of incorporation or by-laws of, or any securities issued by the Company or of any mortgage, indenture, lease, contract or other agreement, instrument or undertaking to which the Company is a party or by which the Company or any of its assets may be bound, and will not result in, or require, the creation or imposition of any Lien on any of its property, assets or revenues pursuant to the provisions of any such mortgage, indenture, lease, contract or other agreement, instrument or undertaking. No approval, consent or other action by, or notice to or filing with, any Governmental Authority with regulatory authority over the Company is necessary in connection with the execution, delivery, performance or enforcement of this Agreement or any other Loan Document.
No Legal Bar to Loans. The execution, delivery and performance of this Agreement, the Applications, the Notes and the other Credit Documents, will not violate any Contractual Obligation or material Requirement of Law to which Toy Biz or any of its Subsidiaries is a party, or by which Toy Biz or any of its Subsidiaries or any of their respective material properties or assets may be bound, and will not result in the creation or imposition of any Lien (other than under the Security Documents) on any of their respective material properties or assets pursuant to the provisions of any Contractual Obligation; provided that existence of litigation with Marvel Entertainment Group, Inc. with respect to the proper constitution of the Board of Directors of Toy Biz and the voting rights of the capital stock of Toy Biz which is held by Marvel Entertainment Group, Inc. shall not, in itself and without any judgment adverse to Toy Biz, be deemed to cause the representations and warranties contained in this subsection 4.3 to fail to be true and correct in all material respects.
No Legal Bar to Loans. The execution, delivery and performance of the Credit Documents shall not (a) violate (i) any material provision of any existing law or regulation, any order or decree of any court or governmental authority, bureau or agency, (ii) the certificate of incorporation and by-laws of any Obligor, or (iii) any mortgage, indenture, material contract or other agreement to which any Obligor is a party or which purports to be binding upon such Obligor or upon any of its properties or assets (except where a waiver thereunder has been obtained); or (b) result in the creation or imposition of any lien, charge or encumbrance on, or security interest in, any property of the Obligors, except in the case of clause (a) (i) and (a) (iii) where such violation would not have a Material Adverse Effect.
No Legal Bar to Loans. Section 3.4 Financial Information; Disclosure, etc.
No Legal Bar to Loans. The execution, delivery and performance of this Credit Agreement and the other Credit Documents by the Company will not violate any provision of any existing law, treaty or regulation or of any order, judgment, award or decree of any court, arbitrator or Governmental Authority or of any Requirement of Law or Contractual Obligation applicable to the Company and will not result in the creation or imposition of any Lien on any of the material properties or assets of the Company pursuant to the provisions of any such Requirement of Law or Contractual Obligation; except, to the extent such violation or Lien could not individually or in the aggregate, reasonably be expected to cause a Material Adverse Change.
No Legal Bar to Loans. The execution, delivery and performance by each Borrower of this Agreement, the Notes and the Drafts to which it is a party, and by each Borrower and each of its Subsidiaries of each Security Document to which it is a party, will not violate any Contractual Obligation (subject to, with respect to the Yen Credit Agreement, the execution and delivery by the Collateral Agent (as defined in the Intercreditor Agreement) of the Intercreditor Agreement in accordance with the terms thereof) or material Requirement of Law to which such Borrower or any of its Subsidiaries is a party, or, to the best knowledge of the Company, any Parent of the Company is a party or by which such Borrower or any of its Subsidiaries or, to the best knowledge of the Company, any Parent of the Company or any of their respective material properties or assets may be bound, and will not result in the creation or imposition of any Lien (other than under the Security Documents) on any of their respective material properties or assets pursuant to the provisions of any Contractual Obligation.
