Common use of Company and Governmental Authorization, Contravention Clause in Contracts

Company and Governmental Authorization, Contravention. The execution, delivery and performance by the Seller of this Agreement and each other Transaction Document to which it is a party (i) are within the Seller’s limited liability company powers, (ii) have been duly authorized by all necessary limited liability company action, (iii) require no authorization, consent, license or exemption from, or filing or registration with, any governmental body, agency or official, except (A) such approvals which have been obtained prior to the Closing Date and remain in full force and effect, (B) the filing of UCC financing statements and continuation statements and (C) such approvals, the absence of which would not reasonably be expected have a Material Adverse Effect, (iv) do not contravene, or constitute a default under, (A) any provision of Applicable Law or any judgment, injunction, order or decree binding upon the Seller, (B) any provision of the limited liability company agreement of the Seller, (C) any covenant, indenture or agreement of or affecting the Seller or any of its property, in each case, where such contravention or default, individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect, and (v) do not result in the creation or imposition of any lien prohibited by the Transaction Documents on any property of the Seller.

Company and Governmental Authorization, Contravention. The execution, delivery and performance by the Seller Servicer of this Agreement and each other Transaction Document to which it is a party (i) are within the SellerServicer’s limited liability company corporate powers, (ii) have been duly authorized by all necessary limited liability company corporate action, (iii) require no authorization, consent, license or exemption from, or filing or registration with, any governmental body, agency or official, except (A) such approvals which have been obtained prior to the Closing Date and remain in full force and effect, effect and (B) the filing of UCC financing statements and continuation statements and (C) such approvals, the absence of which would not reasonably be expected have a Material Adverse Effect, (iv) do not contravene, or constitute a default under, (A) any provision of Applicable Law or any judgment, injunction, order or decree binding upon the SellerServicer, (B) any provision of the limited liability company agreement certificate of incorporation or bylaws of the SellerServicer, (C) any covenant, indenture or material agreement of or affecting the Seller Servicer or any of its property, in each case, where such contravention or default, individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect, and (v) do not result in the creation or imposition of any lien prohibited by the Transaction Documents on any property of the SellerServicer or any of its Subsidiaries.

Company and Governmental Authorization, Contravention. The execution, delivery and performance by the Seller such Originator of this Agreement and each other Transaction Document to which it is a party (i) are within the Sellersuch Originator’s limited liability company organizational powers, (ii) have been duly authorized by all necessary limited liability company organizational action, (iii) require no authorization, consent, license or exemption from, or filing or registration with, any governmental body, agency or official, except (A) such approvals which have been obtained prior to the Closing Date and remain in full force and effect, (B) the filing of UCC financing statements and continuation statements and (C) such approvals, the absence of which would not reasonably be expected have a Material Adverse Effect, (iv) do not contravene, or constitute a default under, (A) any provision of Applicable Law applicable law or any judgment, injunction, order or decree binding upon the Sellersuch Originator, (B) any provision of the limited liability company agreement organizational documents of the Sellersuch Originator, (C) any covenant, indenture or agreement of or affecting the Seller such Originator or any of its property, in each case, where such contravention or default, individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect, and (v) do not result in the creation or imposition of any lien prohibited by the Transaction Documents on any property of the Sellersuch Originator.

Company and Governmental Authorization, Contravention. The execution, delivery and performance by the Seller such Originator of this Agreement and each other Transaction Document to which it is a party (i) are within the Seller’s limited liability company such Originator's organizational powers, (ii) have been duly authorized by all necessary limited liability company organizational action, (iii) require no authorization, consent, license or exemption from, or filing or registration with, any governmental body, agency or official, except (A) such approvals which have been obtained prior to the Closing Date date hereof and remain in full force and effect, (B) the filing of UCC financing statements and continuation statements and (C) such approvals, the absence of which would not reasonably be expected have a Material Adverse Effect, (iv) do not contravene, or constitute a default under, (A) any provision of Applicable Law applicable law or any judgment, injunction, order or decree binding upon the Sellersuch Originator, (B) any provision of the limited liability company agreement organizational documents of the Sellersuch Originator, (C) any covenant, indenture or agreement of or affecting the Seller such Originator or any of its property, in each case, where such contravention or default, individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect, and (v) do not result in the creation or imposition of any lien prohibited by the Transaction Documents on any property of the Sellersuch Originator.