Validity of Loan Documents - Non-Conflict Sample Clauses
The 'Validity of Loan Documents – Non-Conflict' clause ensures that the execution and performance of the loan documents do not conflict with any existing agreements, laws, or obligations of the borrower. In practice, this means the borrower confirms that entering into the loan will not breach other contracts, violate corporate bylaws, or contravene applicable regulations. This clause is essential for protecting the lender by confirming that the loan agreement is legally enforceable and does not expose either party to unintended legal disputes or invalidation due to conflicting obligations.
Validity of Loan Documents - Non-Conflict. None of the authorization, execution, delivery or performance of the Loan Documents by the Borrower, nor the consummation of any of the transactions contemplated in the Loan Documents to which Borrower is a party conflicts with, contravenes or gives rise to any default under the provisions of any indenture, instrument, agreement or undertaking to which the Borrower is a party or by which the Borrower may be, or any of its Business Assets are or may become bound or any Applicable Law.
Validity of Loan Documents - Non-Conflict. None of the authorization, execution, delivery, or performance of the Loan Documents, nor the creation of any Liens over the assets of the Borrower, nor the consummation of any of the transactions contemplated thereby:
(a) requires any authorization to be obtained or registration to be made (except such as have already been obtained or made and are now in full force and effect);
(b) conflicts with, contravenes or gives rise to any default under (f) any of the Constitutional Documents or directors’ resolutions of the Borrower or of any committee thereof, (g) the provisions of any indenture, instrument, agreement or undertaking to which the Borrower is a party or by which the Borrower or any of its assets is or may become bound or (h) any applicable law; or
(c) has resulted or will result in the creation or imposition of any Lien (other than the Security) upon any of the Collateral.
Validity of Loan Documents - Non-Conflict. None of the authorization, execution, delivery, or performance of the Loan Documents to which it is a party, nor the lending of money to the Borrower, nor the consummation of any of the transactions contemplated thereby:
(a) requires any authorization to be obtained or registration to be made (except such as have already been obtained or made and are now in full force and effect); or
(b) conflicts with, contravenes or gives rise to any default under (o) any of the Lender’s constating documents or directors’ resolutions or of any committee thereof, (p) the provisions of any indenture, instrument, agreement or undertaking to which the Lender is a party or by which the Lender or any of its assets is or may become bound or (q) any applicable law.
Validity of Loan Documents - Non-Conflict. None of the authorization, execution, delivery or performance of the Operative Documents by any Restricted Credit Party, nor the consummation of any of the transactions contemplated in the Operative Documents to which such Restricted Credit Party is a party:
Validity of Loan Documents - Non-Conflict. None of the authorization, execution, delivery or performance of the Loan Documents nor the consummation of any of the transactions contemplated thereby:
(i) requires any Authorization to be obtained or Registration to be made (except such as have already been obtained or made and are now in full force and effect),
(ii) conflicts with, contravenes or gives rise to any default under (A) the Charter of any Terasen Group Member or resolutions of the directors or shareholders of any such Person, (B) the provisions of any indenture, instrument, agreement or undertaking to which any Terasen Group Member is a party or by which any such Person or any of its Business Assets are bound or (C) any Applicable Law, or
(iii) has resulted or will result in the creation or imposition of any Lien upon any of the Business Assets of any Terasen Group Member.
Validity of Loan Documents - Non-Conflict. None of the authorization, execution, delivery or performance of the Operative Documents by any Restricted Credit Party, nor the consummation of any of the transactions contemplated in the Operative Documents to which such Restricted Credit Party is a party:
12.5.1 requires any Authorization to be obtained or Registration to be made (except such as have already been obtained or made and are now in full force and effect and those not yet required to be obtained or made and to be in full force and effect);
12.5.2 conflicts with, contravenes or gives rise to any default under (i) any of the articles (or equivalent or analogous organization documents) or by-laws or resolutions of the directors, shareholders or partners of such Restricted Credit Party, (ii) the provisions of any indenture, instrument, agreement or undertaking to which such Restricted Credit Party is a party or by which such Restricted Credit Party or any of its Business Assets are or may become bound, or (iii) any Applicable Law except, with respect to clauses (ii) and (iii) only, for such conflicts, contraventions and defaults, which, singly or in the aggregate, could not reasonably be expected to have a Material Adverse Effect; or
12.5.3 has resulted or will result in the creation or imposition of any Lien upon any of the Business Assets of such Restricted Credit Party other than any Pledge.
Validity of Loan Documents - Non-Conflict. None of the authorization, execution, delivery or performance of the Loan Documents, nor, as of the Tranche 1 Drawdown Date, the creation of any Liens over the assets of any Loan Party to the extent and in the manner contemplated by the Security Documents, nor the consummation of any of the transactions contemplated by the Loan Documents:
(a) requires any authorization, other than the MEM Consents, to be obtained or registration to be made, other than the acceptance for registration of documents submitted to the Registry of Deeds and the Mineral Registry (except such as have already been obtained or made and are now in full force and effect, or the failure to obtain or make which would not reasonably be expected to have a Material Adverse Effect);
(b) conflicts with, contravenes or gives rise to any default under (i) any of the articles (or equivalent), by-laws or resolutions of any Loan Party, (ii) the provisions of any material indenture, instrument, agreement or undertaking to which any Loan Party is a party or by which any Loan Party or any of its assets is bound, including each Material Contract or (iii) any Applicable Law; or
(c) has resulted or will result in the creation or imposition of any Lien (other than the Security) upon any of the Collateral.
Validity of Loan Documents - Non-Conflict. None of the authorization, execution, delivery or performance of the Loan Documents by the Borrower, nor the consummation of any of the transactions contemplated in the Loan Documents to which Borrower is a party conflicts with, contravenes or gives rise to any default under the provisions of any indenture, instrument, agreement or undertaking to which the Borrower is a party or by which the Borrower may be, or any of its Business Assets are or may become bound or any Applicable Law. 6.8 No Material Adverse Effect Since March 31, 2022 (being the date of the last quarterly financial statements of the Borrower), there has been no undisclosed change and no undisclosed event has occurred which could reasonably be expected to have a Material Adverse Effect.