Common use of Governmental Authorization; Other Consents Clause in Contracts

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Appears in 50 contracts

Samples: Credit Agreement (Kirkland's, Inc), Credit Agreement (Rue Gilt Groupe, Inc.), Credit Agreement (Citi Trends Inc)

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Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Company of this Agreement or any other Loan DocumentAgreement, except for (a) the perfection such approvals, consents, exemptions, authorizations, actions or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as notices that have been obtained duly obtained, taken or made and are in full force and effect.

Appears in 27 contracts

Samples: Warrant Agreement (Hawaiian Holdings Inc), Warrant Agreement (American Airlines, Inc.), Warrant Agreement (Skywest Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan each Credit Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (bi) such as approvals, consents, exemptions, authorizations, actions or notices that have been obtained duly obtained, taken or made and are in full force and effecteffect and (ii) filings and consents contemplated by the Security Documents or Section 5.14.

Appears in 25 contracts

Samples: Restatement Agreement (Jetblue Airways Corp), Loan and Guarantee Agreement (Frontier Group Holdings, Inc.), Restatement Agreement (American Airlines, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for other than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created by the Collateral Documents.

Appears in 22 contracts

Samples: Credit Agreement (AdaptHealth Corp.), Credit and Guaranty Agreement (Potbelly Corp), Credit Agreement (AdaptHealth Corp.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereofthereof to the extent specified in the Security Agreement) or (b) such as have been obtained or made and are in full force and effect.

Appears in 12 contracts

Samples: Credit Agreement (Barnes & Noble Education, Inc.), Credit Agreement (Barnes & Noble Education, Inc.), Credit Agreement (Barnes & Noble Education, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan each Credit Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (bi) such as approvals, consents, exemptions, authorizations, actions or notices that have been obtained duly obtained, taken or made and are in full force and effect.effect and (ii) filings and consents contemplated by the Security Documents or Section 5.14.‌

Appears in 12 contracts

Samples: Loan and Guarantee Agreement, Loan and Guarantee Agreement, Loan and Guarantee Agreement

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as that have been obtained or made and are in full force and effect, (b) those the failure of which could not reasonably be expected to have a Material Adverse Effect and (c) with respect to execution, SEC filings.

Appears in 11 contracts

Samples: Credit Agreement (Fidelity National Financial, Inc.), Term Loan Credit Agreement (Fidelity National Financial, Inc.), Credit Agreement (Fidelity National Financial, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan DocumentFinancing Agreements to which such Person is a party, except for (a) the perfection or maintenance of the Liens created under the Security Collateral Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Appears in 11 contracts

Samples: Term Loan Agreement (Albertsons Companies, Inc.), Term Loan Agreement (Albertsons Companies, Inc.), Term Loan Agreement (Albertsons Companies, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan DocumentDocument to which such Person is a party, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Appears in 11 contracts

Samples: Asset Based Revolving Credit Agreement (Albertsons Companies, Inc.), Asset Based Revolving Credit Agreement (Albertsons Companies, Inc.), Credit Agreement (C&J Energy Services, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party by the Borrower of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and, to the extent applicable, remain in effect and are in full force and effectfor filings or recordings with respect to the Collateral to be made, or otherwise delivered for filing and/or recordation, as of the Closing Date.

Appears in 10 contracts

Samples: Margin Loan Agreement (Liberty Broadband Corp), Margin Loan Agreement (Liberty Broadband Corp), Margin Loan Agreement (Liberty Broadband Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Appears in 9 contracts

Samples: Credit Agreement (Rh), Credit Agreement (Rh), Credit Agreement (Rh)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for Document to which it is a party other than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created by the Collateral Documents.

Appears in 9 contracts

Samples: Credit Agreement (Beneficient), Second Lien Credit Agreement (Beneficient), Credit Agreement (Beneficient Co Group, L.P.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document (a) the perfection other than any consent or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have approval which has been obtained or made and are is in full force and effect) and except to the extent the failure to obtain the same could not reasonably be expected to have a Material Adverse Effect.

Appears in 8 contracts

Samples: Credit Agreement (World Fuel Services Corp), Credit Agreement (World Fuel Services Corp), Credit Agreement (World Fuel Services Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Company of this Agreement or any other Loan DocumentAgreement, except for (a) the perfection such approvals, consents, exemptions, authorizations, actions or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as notices that have been obtained duly obtained, taken or made and are in full force and effect.

Appears in 8 contracts

Samples: Warrant Agreement (Frontier Group Holdings, Inc.), Warrant Agreement (Alaska Air Group, Inc.), Warrant Agreement (Jetblue Airways Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required required, except as have been obtained or made and are in full force and effect, in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Amendment, the Amended Credit Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) Document to which such as have been obtained or made and are in full force and effectLoan Party is a party.

Appears in 8 contracts

Samples: Credit Agreement (ACCO BRANDS Corp), Credit Agreement (ACCO BRANDS Corp), Credit Agreement (ACCO BRANDS Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person with respect to any Contractual Obligation is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as Document other than those that have already been obtained or made and are in full force and effecteffect or the failure of which to have been obtained would not reasonably be expected to have a Material Adverse Effect.

Appears in 8 contracts

Samples: Term Loan Credit Agreement (Teledyne Technologies Inc), Credit Agreement (Teledyne Technologies Inc), Term Loan Credit Agreement (Teledyne Technologies Inc)

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (b) filings to perfect the Liens created by the Collateral Documents.

Appears in 7 contracts

Samples: Credit Agreement (RVL Pharmaceuticals PLC), Credit Agreement (Louisiana-Pacific Corp), Credit Agreement (Louisiana-Pacific Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Credit Agreement or any other Loan Document, except for Document (other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have already been obtained or made and are in full force and effecteffect and (b) filings to perfect security interests granted pursuant to the Loan Documents).

Appears in 7 contracts

Samples: Credit Agreement (Tempur Sealy International, Inc.), Credit Agreement (Tempur Sealy International, Inc.), Credit Agreement (Tempur Sealy International, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for such approvals, consents, exemptions, authorizations, actions or notices that (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained duly obtained, taken or made and are in full force and effect, (b) with respect to the Collateral, to be made or otherwise delivered to the Administrative Agent for filing and/or recordation.

Appears in 6 contracts

Samples: Uncommitted Revolving Credit Agreement (Power Solutions International, Inc.), Uncommitted Revolving Credit Agreement (Power Solutions International, Inc.), Agreement (Power Solutions International, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for perfection actions required to be taken under any Security Instrument (a) subject to any perfection actions not required to be taken pursuant to the perfection or maintenance provisions of the Liens created under the any Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectInstrument).

Appears in 6 contracts

Samples: Credit Agreement (Tetra Tech Inc), Credit Agreement (Tetra Tech Inc), Bridge Credit Agreement (Tetra Tech Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) notices required by Law in connection with enforcement actions.

Appears in 6 contracts

Samples: Credit Agreement (Enpro Industries, Inc), Credit Agreement (Enpro Industries, Inc), Credit Agreement (Enpro Industries, Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) the filing of any applicable notices under securities laws.

Appears in 6 contracts

Samples: Credit Agreement (Societal CDMO, Inc.), Credit Agreement (Societal CDMO, Inc.), Credit Agreement (Societal CDMO, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as approvals, consents, exemptions, authorizations, actions, notices and filings that have been obtained or made on or before the Closing Date and are in full force and effect.

Appears in 6 contracts

Samples: Credit Agreement (Dayton Power & Light Co), Credit Agreement (Dayton Power & Light Co), Credit Agreement (DPL Inc)

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Appears in 6 contracts

Samples: Credit Agreement (Tilly's, Inc.), Credit Agreement (Tilly's, Inc.), Credit Agreement (Lumber Liquidators Holdings, Inc.)

Governmental Authorization; Other Consents. No Other than as set forth in Schedule 3.03 or as required under the Security Agreement, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person which has not already been obtained is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except or for (a) the perfection or maintenance consummation of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectTransaction.

Appears in 5 contracts

Samples: Credit Agreement (Tupperware Brands Corp), Credit Agreement (Tupperware Brands Corp), Credit Agreement (Tupperware Brands Corp)

Governmental Authorization; Other Consents. No Other than as required in the ordinary course of business and in connection with the filing or recording of the Security Documents, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, against any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectDocument to which it is a party.

Appears in 5 contracts

Samples: Senior Secured Term Loan Agreement (Cresco Labs Inc.), Senior Secured Term Loan Agreement (Cresco Labs Inc.), Senior Secured Term Loan Agreement (Cresco Labs Inc.)

Governmental Authorization; Other Consents. No Permit, approval, consent, exemption, authorization, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, by any Loan Party of this Agreement or any other Loan Document, except for Document other than: (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents, or (c) actions necessary to comply with the Loan Documents on or after the Closing Date.

Appears in 5 contracts

Samples: Credit Agreement (Oportun Financial Corp), Credit Agreement (Prosper Funding LLC), Credit Agreement (Prosper Funding LLC)

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) Documents, or (b) such as have been obtained or made and are in full force and effect.

Appears in 5 contracts

Samples: Credit Agreement (Lands' End, Inc.), Credit Agreement (Lands' End, Inc.), Credit Agreement (Lands' End, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection filings or maintenance recordings in respect of the Liens created under pursuant to the Security Loan Documents (including and except as may be required, in connection with the first priority nature thereof) or (b) such as have been obtained or made disposition of any Collateral, by laws generally affecting the offering and are in full force and effectsale of securities.

Appears in 5 contracts

Samples: Senior Secured Credit Agreement (Aimco Properties L.P.), Senior Secured Credit Agreement (Aimco Properties L.P.), Senior Secured Credit Agreement (Aimco Properties L.P.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with (a) the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except or for (a) the perfection or maintenance consummation of the Liens created under transactions contemplated by the Security Loan Documents (including the first priority nature thereof) or (b) such as have been obtained the exercise by the Administrative Agent or made and are in full force and effectany Lender of its rights under the Loan Documents.

Appears in 5 contracts

Samples: Credit Agreement (W. P. Carey Inc.), Credit Agreement (W. P. Carey Inc.), Credit Agreement (W. P. Carey Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Pledgor of this Security Agreement or any and the other Loan Document, except for Documents to which it is a party other than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created hereunder.

Appears in 5 contracts

Samples: Security and Pledge Agreement (Beneficient Co Group, L.P.), Security and Pledge Agreement (Beneficient Co Group, L.P.), Credit Agreement (GWG Holdings, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (ai) the perfection filings referred to in Section 5.20 or maintenance of otherwise required in order to perfect, record or maintain the Liens created security interests granted under the Security Documents and (including the first priority nature thereofii) or (b) such as have been those that, if not obtained or made and are in full force and effectmade, would not reasonably be expected to have a Material Adverse Effect.

Appears in 5 contracts

Samples: Credit Agreement (Sunedison, Inc.), Second Lien Credit Agreement (Memc Electronic Materials Inc), Credit Agreement (Sunedison, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created by, or otherwise contemplated by, the Collateral Documents.

Appears in 5 contracts

Samples: Credit Agreement (Grand Canyon Education, Inc.), Credit Agreement (Grand Canyon Education, Inc.), Credit Agreement (Grand Canyon Education, Inc.)

Governmental Authorization; Other Consents. No approvalGovernmental Authorization, consent, exemption, authorization, or other action by, or and no notice to, to or filing with, any Governmental Authority is required to be made or obtained by any other Person is necessary or required in connection with Loan Party for the due execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan DocumentDocument to which it is a party, except for (a) those that have been obtained and remain in effect and disclosure filings that are required to be made with the perfection or maintenance of SEC in connection with the Liens created under transactions contemplated by the Security Loan Documents (including the first priority nature thereof) or and (b) such as have been obtained or made and are in full force and effectfor filings necessary to perfect Liens created pursuant to the Loan Documents.

Appears in 5 contracts

Samples: Credit Agreement (Phinia Inc.), Credit Agreement (Atmus Filtration Technologies Inc.), Credit Agreement (Atmus Filtration Technologies Inc.)

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for other than, (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (b) filings with the SEC (which filings, however, are not a condition to such execution, delivery, performance or enforcement).

Appears in 4 contracts

Samples: Credit Agreement (Unifirst Corp), Credit Agreement (Unifirst Corp), Credit Agreement (Unifirst Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Investment Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) the filing of any applicable notices under securities laws.

Appears in 4 contracts

Samples: Credit Agreement (Intuity Medical, Inc.), Credit Agreement (Recro Pharma, Inc.), Credit Agreement (Recro Pharma, Inc.)

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with (a) the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as the exercise by the Administrative Agent or any Lender of its rights or the remedies under the Loan Documents other than authorizations, approvals, actions, notices and filings which have been obtained or made and are in full force and effectduly obtained.

Appears in 4 contracts

Samples: Credit Agreement (Smith & Wesson Brands, Inc.), Credit Agreement (American Outdoor Brands Corp), Credit Agreement (Smith & Wesson Holding Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person (other than filings under the Securities Exchange Act of 1934 and the rules and regulations of the SEC promulgated thereunder) by any Loan Party is necessary or required in connection with the execution, delivery or performance by, or enforcement or exercise of rights or remedies against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effectobtained.

Appears in 4 contracts

Samples: Credit Agreement (Timken Co), Credit Agreement (Timken Co), Assignment and Assumption (Timken Co)

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement Amendment or any other Loan Documentthe Amended Agreement, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as approvals, consents, exemptions, authorizations, actions, notices and filings which have been obtained duly obtained, taken, given or made and are in full force and effect.

Appears in 4 contracts

Samples: Credit Agreement (Post Holdings, Inc.), Credit Agreement (Post Holdings, Inc.), Credit Agreement (Post Holdings, Inc.)

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other material action by, or material notice to, or material filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) any filing required to release Liens securing the Existing Credit Agreement.

Appears in 4 contracts

Samples: Credit Agreement (Celestica Inc), Credit Agreement (Celestica Inc), Credit Agreement (Celestica Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereofthereof as provided in the Intercreditor Agreement) or (b) such as have been obtained or made and are in full force and effect.

Appears in 4 contracts

Samples: Credit Agreement (Tops Holding Ii Corp), Credit Agreement (Tops Markets Ii Corp), Credit Agreement (Tops Holding Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Borrower or the Guarantor of any Loan Party of this Agreement or any other Loan DocumentDocument to which it is a party, except for (a) any such approval, consent, exemption, authorization or other action, notice or filing the perfection failure to obtain or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as make which would not reasonably be expected to have been obtained or made and are in full force and effecta Material Adverse Effect.

Appears in 4 contracts

Samples: Revolving Credit Agreement (Voya Financial, Inc.), Revolving Credit Agreement (Voya Financial, Inc.), Revolving Credit Agreement (Voya Financial, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any such Loan Party of this Agreement or any other Loan DocumentDocument (excluding approvals, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as consents, exemptions and authorizations that have been obtained or made and are in full force and effecteffect and those that, if not made or obtained, would not (a) materially and adversely affect the validity or enforceability of any Loan Document or (b) result in a Default).

Appears in 4 contracts

Samples: Senior Term Loan Agreement (Prologis, L.P.), Senior Term Loan Agreement (Prologis, L.P.), Senior Term Loan Agreement (Prologis, L.P.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) those that the failure to obtain could not reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (Pra Group Inc), Credit Agreement (Pra Group Inc), Credit Agreement (Pra Group Inc)

Governmental Authorization; Other Consents. No Except as have been obtained or made and are in full force and effect on the Closing Date, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Appears in 4 contracts

Samples: Syndicated Facility Agreement (Resmed Inc), Credit Agreement (Resmed Inc), Syndicated Facility Agreement (Resmed Inc)

Governmental Authorization; Other Consents. No Except for consents which have already been obtained, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person which has not been obtained is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Appears in 4 contracts

Samples: Credit Agreement (Tech Data Corp), Credit Agreement (Tech Data Corp), Intercreditor Agreement (Tech Data Corp)

Governmental Authorization; Other Consents. No Except for filings necessary to perfect and maintain Liens granted under the Loan Documents and other immaterial filings with any Governmental Authority, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except or for (a) the perfection or maintenance consummation of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectTransactions.

Appears in 4 contracts

Samples: Credit Agreement (Quidel Corp /De/), Credit Agreement (Quidel Corp /De/), Security Agreement (Quidel Corp /De/)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan each Credit Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (bi) such as approvals, consents, exemptions, authorizations, actions or notices that have been obtained duly obtained, taken or made and are in full force and effect, and (ii) filings and consents contemplated by the Security Documents or Section 5.14.

Appears in 4 contracts

Samples: Restatement Agreement (United Airlines, Inc.), Loan and Guarantee Agreement (United Airlines, Inc.), Loan and Guarantee Agreement

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with (a) the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as the exercise by the Administrative Agent or any Lender of its rights under the Loan Documents, other than authorizations, approvals, actions, notices and filings which have been obtained or made and are in full force and effectduly obtained.

Appears in 3 contracts

Samples: Credit Agreement (Ufp Technologies Inc), Credit Agreement (U S Physical Therapy Inc /Nv), Credit Agreement (Ufp Technologies Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Company of this Agreement or any other Loan Document, Document except for (a) the perfection or maintenance of for recordings and filings in connection with the Liens created granted to the Administrative Agent under the Security Documents (including the first priority nature thereof) or Agreement, (b) such as have been those obtained or made on or prior to the Closing Date and are (c) those which, if not obtained or made, would not reasonably be expected to have, either individually or in full force and effectthe aggregate, a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (American Capital, LTD), Credit Agreement (American Capital, LTD), Credit Agreement (American Capital Senior Floating, Ltd.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Transaction Document (aother than (i) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have already been obtained or made and are in full force and effecteffect and (ii) filings to perfect security interests granted pursuant to the Transaction Documents).

Appears in 3 contracts

Samples: Credit and Security Agreement (Tempur Sealy International, Inc.), Credit and Security Agreement (Tempur Sealy International, Inc.), Credit and Security Agreement (Tempur Sealy International, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (ii) such approvals, consents, exemptions, authorizations, actions, notices or filings that the failure to obtain could not reasonably be in expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Ciner Resources LP), Credit Agreement, Credit Agreement (OCI Resources LP)

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan DocumentDocument or is then necessary or required in connection with any Material Agreement, except for (a) the perfection such approvals, consents, exemptions, authorizations or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) other actions, notices or (b) such as filings that have already been duly obtained or made and that are in full force and effect.

Appears in 3 contracts

Samples: Credit Agreement (Local Bounti Corporation/De), Credit Agreement (Local Bounti Corporation/De), Credit Agreement (Local Bounti Corporation/De)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereofthereof subject to the Intercreditor Agreement) or (b) such as have been obtained or made and are in full force and effect.

Appears in 3 contracts

Samples: Credit Agreement (Sequential Brands Group, Inc.), Credit Agreement (Sequential Brands Group, Inc.), Credit Agreement (Singer Madeline Holdings, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Note Party of this Agreement or any other Loan Document, except for Note Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) the filing of any applicable reports under securities laws.

Appears in 3 contracts

Samples: Note Purchase Agreement (Terran Orbital Corp), Note Purchase Agreement (Terran Orbital Corp), Note Purchase Agreement (Tailwind Two Acquisition Corp.)

Governmental Authorization; Other Consents. No Other than as previously obtained and in full force and effect, and other than the filing of security interests and notices to, and in the case of enforcement consents from, applicable regulatory authorities with respect to the Pledge Agreement, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or Agreement, any other Loan Document, except for (a) Document or the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effecttransactions contemplated thereby.

Appears in 3 contracts

Samples: Credit Agreement (Penson Worldwide Inc), Credit Agreement (Penson Worldwide Inc), Credit Agreement (Penson Worldwide Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effecteffect and (b) filings necessary to perfect Liens created under the Loan Documents.

Appears in 3 contracts

Samples: Credit Agreement (Pulse Electronics Corp), Credit Agreement (Pulse Electronics Corp), Credit Agreement (Technitrol Inc)

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Appears in 3 contracts

Samples: Term Loan Credit Agreement (Lands' End, Inc.), Term Loan Credit Agreement (Lands' End, Inc.), Term Loan Credit Agreement (Lands' End, Inc.)

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party such Person of this Agreement or any other Loan DocumentAgreement, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as approvals, consents, exemptions, authorizations, actions, notices and filings which have been obtained duly obtained, taken, given or made and are in full force and effect.

Appears in 3 contracts

Samples: Bridge Facility Agreement (Post Holdings, Inc.), Borrower Assignment and Assumption Agreement (Bellring Brands, Inc.), Borrower Assignment and Assumption Agreement (Post Holdings, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) Document or with the perfection or maintenance consummation of the Liens created under the Security Documents Transaction, other than (including the first priority nature thereofi) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created by the Collateral Documents.

Appears in 3 contracts

Samples: Credit Agreement (Fti Consulting Inc), Credit Agreement (Fti Consulting Inc), Credit Agreement (Fti Consulting Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (b) filings to perfect the Liens created by the Collateral Documents.

Appears in 3 contracts

Samples: Credit Agreement (Voya PRIME RATE TRUST), Credit Agreement (Voya PRIME RATE TRUST), Credit Agreement (Voya PRIME RATE TRUST)

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Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) the filing of any applicable reports under securities laws.

Appears in 3 contracts

Samples: Credit Agreement (Biocryst Pharmaceuticals Inc), Credit Agreement (Biocryst Pharmaceuticals Inc), Credit Agreement (Cti Biopharma Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created by the Collateral Documents.

Appears in 3 contracts

Samples: Credit Agreement (Keyw Holding Corp), Credit Agreement (Keyw Holding Corp), Credit Agreement (Keyw Holding Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Appears in 3 contracts

Samples: Credit Agreement (Duckwall Alco Stores Inc), Credit Agreement (Duckwall Alco Stores Inc), Credit Agreement (Duckwall Alco Stores Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party such Pledgor of this Security Agreement or any other Loan Document, except for than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created hereunder.

Appears in 3 contracts

Samples: Security and Pledge Agreement (Beneficient Co Group, L.P.), Security and Pledge Agreement (Beneficient Co Group, L.P.), Security and Pledge Agreement (Beneficient Co Group, L.P.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first second priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Appears in 3 contracts

Samples: Second Lien Credit Agreement (Sequential Brands Group, Inc.), Amendment and Restatement Agreement (Sequential Brands Group, Inc.), Second Lien Credit Agreement (Sequential Brands Group, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have previously been obtained or made and are currently in full force and effect.

Appears in 3 contracts

Samples: Credit Agreement (Holly Corp), Credit Agreement (Holly Corp), Credit Agreement (Holly Corp)

Governmental Authorization; Other Consents. No Except for consents which have already been obtained, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person which has not been obtained is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Lessee or any Loan Party Guarantor of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectOperative Agreement.

Appears in 3 contracts

Samples: Participation Agreement (Tech Data Corp), Participation Agreement (Tech Data Corp), Participation Agreement (Tech Data Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereofthereof to the extent specified in the Security Agreement) or (b) such b)such as have been obtained or made and are in full force and effect.

Appears in 2 contracts

Samples: Credit Agreement (Foot Locker Inc), Credit Agreement (Foot Locker Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereofthereof subject to the Second Lien Intercreditor Agreement) or (b) such as have been obtained or made and are in full force and effect.

Appears in 2 contracts

Samples: First Lien Credit Agreement (Sequential Brands Group, Inc.), First Lien Credit Agreement (Sequential Brands Group, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any ​ ​ ​ other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan each Credit Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (bi) such as approvals, consents, exemptions, authorizations, actions or notices that have been obtained duly obtained, taken or made and are in full force and effect, and (ii) filings and consents contemplated by the Security Documents or Section 5.14.

Appears in 2 contracts

Samples: Restatement Agreement (Skywest Inc), Loan and Guarantee Agreement (Skywest Inc)

Governmental Authorization; Other Consents. No material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any each Loan Party of this Agreement or any other each Loan DocumentDocument to which it is a party, except for (a) the perfection such approvals, consents, exemptions, authorizations, actions or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as notices that have been obtained duly obtained, taken or made and are in full force and effect.

Appears in 2 contracts

Samples: Loan Agreement (Myovant Sciences Ltd.), Loan Agreement (Sumitomo Chemical Co., Ltd.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the executionexecution and delivery by any Note Party of, delivery or and the performance by, or enforcement against, by any Loan Note Party of its obligations under, this Agreement or any other Loan Note Document, except for other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens and security interests created by the Collateral Documents and (c) the filing of any applicable notices under securities laws.

Appears in 2 contracts

Samples: Note Purchase Agreement (OptiNose, Inc.), Note Purchase Agreement (OptiNose, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with (a) the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectthe grant by any Loan Party of the Liens granted by it pursuant to the Collateral Documents.

Appears in 2 contracts

Samples: Credit Agreement (Cambium Learning Group, Inc.), Credit Agreement (Cambium Learning Group, Inc.)

Governmental Authorization; Other Consents. No Except as have been obtained or made and are in full force and effect on the Closing Date, no approval, consent, exemption, authorization, or other action by, or notice to, or or, except with respect to filings required with respect to the perfection of the security interests granted hereunder, filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Appears in 2 contracts

Samples: Credit Agreement, Credit Agreement (Resmed Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Borrower or any Loan Party Subsidiary of this Agreement or any other Loan Document, except for (a) the perfection such approvals, consents, exemptions, authorizations, actions or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as notices that have been obtained duly obtained, taken or made and are in full force and effecteffect (other than filings to be made with the SEC).

Appears in 2 contracts

Samples: Trust Note Amendment Agreement (Torchlight Energy Resources Inc), Foundation Note Amendment Agreement (Torchlight Energy Resources Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first second priority nature thereofthereof to the extent specified in the Security Agreement) or (b) such as have been obtained or made and are in full force and effect.

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Barnes & Noble Education, Inc.), Term Loan Credit Agreement (Barnes & Noble Education, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.. 5.04

Appears in 2 contracts

Samples: Credit Agreement (Lovesac Co), Credit Agreement (Christopher & Banks Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, except for Document other than (a) any such approval, consent, exemption, authorization, action, notice or filings as has been obtained, taken or made on or prior to the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or Effective Date and (b) such as have been obtained or made and are in full force and effectfilings with the SEC to the extent required by the Exchange Act.

Appears in 2 contracts

Samples: Credit Agreement (Broadcom Corp), Credit Agreement (Broadcom Corp)

Governmental Authorization; Other Consents. No Except for authorizations, approvals, actions, notices and filings which have been duly obtained, taken, given or made and are in full force and effect, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with (a) the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan DocumentDocument or for the consummation of the Transactions, except for (ab) the grant by any Loan Party of the Liens granted by it pursuant to the Security Documents, (c) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.121

Appears in 2 contracts

Samples: Credit Agreement (Clean Harbors Inc), Credit Agreement (Clean Harbors Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection Document other than those that have already been duly made or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are remain in full force and effecteffect or those which, if not made or obtained, could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Sun Communities Inc), Credit Agreement (Sun Communities Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, against any Loan Party of this Agreement or any other Loan Document, except for (ai) the perfection filings referred to in Section 5.20 or maintenance of otherwise required in order to perfect, record or maintain the Liens created security interests granted under the Security Documents and (including the first priority nature thereofii) or (b) such as have been those that, if not obtained or made and are in full force and effectmade, would not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (SunEdison Semiconductor LTD), Credit Agreement (SunEdison Semiconductor LTD)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Investment Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) the filing of any applicable notices pursuant to federal and state securities laws.

Appears in 2 contracts

Samples: Credit Agreement (Verenium Corp), Credit Agreement (Verenium Corp)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party Obligor of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof), (b) filings required with the SEC, or (bc) such as have been obtained or made and are in full force and effect.

Appears in 2 contracts

Samples: Credit Agreement (Pacific Sunwear of California Inc), Credit Agreement (Pacific Sunwear of California Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority governmental authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any Loan Document other Loan Document, except for than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created by the Loan Documents.

Appears in 2 contracts

Samples: Loan Agreement (Versar Inc), Loan Agreement (Vocus, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Appears in 2 contracts

Samples: Credit Agreement (Sears Hometown & Outlet Stores, Inc.), Term Loan Credit Agreement (Sears Hometown & Outlet Stores, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for Document other than (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effect, (b) filings to perfect the Liens created by the Collateral Documents and (c) required filings under the Securities Exchange Act of 1934.

Appears in 2 contracts

Samples: Credit Agreement (TrueBlue, Inc.), Credit Agreement (Mimedx Group, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any each Loan Party of this Agreement or any Loan Document to which it is a party other Loan Document, except for than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created by the Collateral Documents.

Appears in 2 contracts

Samples: Credit Agreement (GWG Holdings, Inc.), Security and Pledge Agreement (GWG Holdings, Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement Note or any other Loan Note Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Appears in 2 contracts

Samples: Unsecured Promissory Note (Childrens Place, Inc.), Childrens Place, Inc.

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, by any Loan Party of this Agreement or any other Loan Document, except for Document other than (ai) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as those that have already been obtained or made and are in full force and effecteffect and (ii) filings to perfect the Liens created by the Collateral Documents.

Appears in 2 contracts

Samples: Credit Agreement (Demand Media Inc.), Credit Agreement (Demand Media Inc.)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party Borrower of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as authorizations, approvals, actions, notices and filings which have been obtained duly obtained, taken, given or made and are in full force and effect.

Appears in 2 contracts

Samples: Term Loan Agreement (Mastec Inc), Credit Agreement (Mastec Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the Transactions (including the execution, delivery or performance by, or enforcement against, any Loan each Credit Party of this Agreement or any other each Loan DocumentDocument to which it is a party), except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effecteffect (including, without limitation, the approval of the applicable Department of each Insurance Subsidiary, if required).

Appears in 2 contracts

Samples: Credit Agreement (FGL Holdings), Credit Agreement (Fidelity & Guaranty Life)

Governmental Authorization; Other Consents. No Except for the entry of the DIP Orders, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Appears in 2 contracts

Samples: Credit Agreement (B. Riley Financial, Inc.), Senior Secured (Wet Seal Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including having the first priority nature thereof) set forth in the Intercreditor Agreement), or (b) such as have been obtained or made and are in full force and effect.

Appears in 2 contracts

Samples: Credit Agreement (Childrens Place Retail Stores Inc), Credit Agreement (Childrens Place Retail Stores Inc)

Governmental Authorization; Other Consents. No Other than actions to perfect security interests and actions which may be required of Lenders, the Administrative Agent and the L/C Issuer to qualify to engage in the types of transactions contemplated hereby, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Appears in 2 contracts

Samples: Credit Agreement (Northwest Pipe Co), Credit Agreement (Northwest Pipe Co)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person related to any Material Contractual Obligation, in any case that has not been obtained by the applicable Loan Party, is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of filings to perfect the Liens created under by the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectCollateral Documents.

Appears in 2 contracts

Samples: Credit Agreement (Trustreet Properties Inc), Bridge Credit Agreement (U S Restaurant Properties Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority governmental authority or any other Person person with respect to any material contractual obligation is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party Lender of this Agreement or any Agreement, other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as than those that have already been obtained or made and are in full force and effect.

Appears in 2 contracts

Samples: Term Loan Agreement (Power One Inc), Term Loan Agreement (Power One Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such those as have been obtained or made and are in full force and effecteffect or where the failure to do so, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Watsco Inc), Credit Agreement (Watsco Inc)

Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Borrower of this Agreement or any other Loan Document, Document except for (a) the perfection or maintenance of recordings and filings in connection with the Liens created granted to the Administrative Agent under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effectAgreement.

Appears in 2 contracts

Samples: Credit Agreement (Watford Holdings Ltd.), Credit Agreement (Watford Holdings Ltd.)

Governmental Authorization; Other Consents. No Except as set forth in Section 5, no approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party the Lien Grantor or the Collateral of this Agreement or any other Loan Document, except for (a) the perfection or maintenance of the Liens created under the Security Documents (including the first priority nature thereof) or (b) such as have been obtained or made and are in full force and effect.

Appears in 2 contracts

Samples: Collateral Agreement (Synutra International, Inc.), Loan Agreement (Synutra International, Inc.)

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