Common use of Legal Form Clause in Contracts

Legal Form. Each of the Credit Documents is (or upon its coming into existence will be) in proper legal form under its governing law for the enforcement thereof against the parties thereto (and do not violate, nor will performance thereunder violate, Brazilian sovereignty, public order or morality (soberania nacional, ordem pública ou bons costumes)); provided that, for the enforceability of any Credit Document before Brazilian courts: (a) (i) the signatures of the parties signing such document outside Brazil must be notarized by a notary public qualified as such under the laws of the place of signing, the signature of such notary public must be certified by the county clerk’s office with jurisdiction over such notary public, and such notarization and certification must be authenticated by a Brazilian consular officer at the competent Brazilian consulate; or (ii) such document must be registered with the competent Registry of Deeds and Documents and (b) such document must be translated into the Portuguese language by a sworn translator. Subject to the preceding sentence, all formalities required in Canada and/or Brazil for the validity and enforceability (including any necessary registration, recording or filing with any court or other Governmental Authority) of each Credit Document have been accomplished, and no fees or taxes are required to be paid for the validity and enforceability thereof except, in the case of enforcing any Credit Document in Brazil, the litigating party (plaintiff) will have to post security or a performance bond to secure the costs of the proceeding and the fees of the opposite party’s (defendant) lawyer as required by Article 835 of the Brazilian Civil Procedure Code.

Legal Form. Each of the Credit Loan Documents and the Sales Agreements is (or upon its coming into existence will be) in proper legal form under its governing law for the enforcement thereof against the parties thereto (and do not violate, nor will performance thereunder violate, Brazilian sovereignty, public order or morality (soberania nacional, ordem pública publica ou bons costumes)); provided that, for the enforceability of any Credit Loan Document or Sales Agreement before Brazilian courts: (a) (ia)(i) the signatures of the parties signing such document outside Brazil must be notarized by a notary public qualified as such under the laws of the place of signing, signing and the signature of such notary public must be certified by the county clerk’s office with jurisdiction over such notary public, and such notarization and certification must be authenticated by a Brazilian consular officer at the competent Brazilian consulate; consulate or (ii) such document must be registered with the competent Registry of Deeds and Documents and (b) such document must be translated into the Portuguese language by a sworn translator. Subject to the preceding sentence, all formalities required in Canada the British Virgin Islands, the Netherlands Antilles and/or Brazil for the validity and enforceability (including any necessary registration, recording or filing with any court or other Governmental Authority) of each Credit Loan Document and Sales Agreement have been accomplished, and no fees or taxes Taxes are required to be paid for the validity and enforceability thereof except, in thereof; it being understood that the case Guaranties of enforcing any Credit Document in Brazil, VCP Exportadora and VCP under Article XI and XII will not have received the litigating party (plaintiff) will have to post security or a performance bond to secure the costs prior approval of the proceeding and the fees Central Bank and, as such, neither VCP nor VCP Exportadora, under current Brazilian law, will generally be able to remit payments using funds in Brazil in order to make payments outside of the opposite party’s (defendant) lawyer as required by Article 835 of the Brazilian Civil Procedure CodeBrazil.

Legal Form. Each of the Credit Documents is (or upon its coming into existence will be) in proper legal form under its governing law for the enforcement thereof against the parties thereto (and do not violate, nor will performance thereunder violate, Brazilian sovereignty, public order or morality (soberania nacional, ordem pública ou bons costumes)); provided that, for the enforceability of any Credit Document before Brazilian courts: (a) (i) the signatures of the parties signing such document outside Brazil must be notarized by a notary public qualified as such under the laws of the place of signing, the signature of such notary public must be certified by the county clerk’s office with jurisdiction over such notary public, and such notarization and certification must be authenticated by a Brazilian consular officer at the competent Brazilian consulate; or (ii) such document must be registered with the competent Registry of Deeds and Documents and (b) such document must be translated into the Portuguese language by a sworn translator. Subject to the preceding sentence, all formalities required in Canada and/or Brazil for the validity and enforceability (including any necessary registration, recording or filing with any court or other Governmental Authority) of each Credit Document have been accomplished, and no fees or taxes are required to be paid for the validity and enforceability thereof except, in the case of enforcing any Credit Document in Brazil, the litigating party (plaintiff) will have to post security or a performance bond to secure the costs of the proceeding and the fees of the opposite party’s (defendant) lawyer as required by Article 835 of the Brazilian Civil Procedure Code.. Section 7.13

Legal Form. Each of the Credit Loan Documents and the Sales Agreements is (or upon its coming into existence will be) in proper legal form under its governing law for the enforcement thereof against the parties thereto (and do not violate, nor will performance thereunder violate, Brazilian sovereignty, public order or morality (soberania nacional, ordem pública publica ou bons costumes)); provided that, for the enforceability of any Credit Loan Document or Sales Agreement before Brazilian courts: (a) certain court costs and deposits as security for judgment Credit Agreement 43 may be due by a plaintiff who resides outside of Brazil during the course of the suits in the event that any suit is brought against VCP Exportadora or VCP in Brazil and (b) (i) the signatures of the parties signing such document outside Brazil must be notarized by a notary public qualified as such under the laws of the place of signing, signing and the signature of such notary public must be certified by the county clerk’s office with jurisdiction over such notary public, and such notarization and certification must be authenticated by a Brazilian consular officer at the competent Brazilian consulate; or , (ii) such document must be translated into Portuguese by a public sworn translator, and (iii) such document and a sworn translation thereof must be registered with the competent Registry of Titles and Deeds in Brazil, it being noted that Annotation 259 of the Brazilian Supreme Court may enable a Brazilian court to admit such documents into evidence despite the lack of registration with the Registry of Titles and Documents and (b) such document must be translated into the Portuguese language by a sworn translatorDeeds. Subject to the preceding sentence, all formalities required in Canada the British Virgin Islands, the Netherlands Antilles, the jurisdiction of the Trading Company and/or Brazil for the validity and enforceability (including any necessary registration, recording or filing with any court or other Governmental Authority) of each Credit Loan Document and Sales Agreement have been accomplished, and no fees or taxes Taxes are required to be paid for the validity and enforceability thereof except, in thereof; it being understood that the case Guaranties of enforcing any Credit Document in Brazil, VCP Exportadora and VCP under Article XI and XII will not have received the litigating party (plaintiff) will have to post security or a performance bond to secure the costs prior approval of the proceeding and the fees Central Bank and, as such, neither VCP nor VCP Exportadora, under current Brazilian law, will generally be able to remit payments using funds in Brazil in order to make payments outside of the opposite party’s (defendant) lawyer as required by Article 835 of the Brazilian Civil Procedure CodeBrazil.

Legal Form. Each of the Credit Loan Documents is (or upon its coming into existence will be) in proper legal form under its governing law for the enforcement thereof against the parties thereto (and do not violate, nor will performance thereunder violate, Brazilian sovereignty, public order or morality (soberania nacional, ordem pública ou bons costumes))thereto; provided that, for the enforceability admissibility in evidence of any Credit Loan Document before (1) Brazilian courts: (a) (i) the signatures of the parties signing such document outside Brazil must be notarized by a notary public qualified as such under the laws of the place of signingsigning and the signature, capacity and, where appropriate, the signature identity of the seal or stamp, of such notary public must be certified by an “Apostille” affixed pursuant to the county clerk’s office with jurisdiction over such notary publicHague Convention Abolishing the Requirement of Legalization for Foreign Public Documents (the “Apostille Convention”), and such except for documents executed in a country that is not signatory to the Apostille Convention, which require notarization and certification must be authenticated the legalization by a Brazilian consular officer at the competent Brazilian consulate; or (iib) such document must be translated into Portuguese by a sworn translator; and (c) such document must be registered with the competent Registry of Deeds and Documents together with its sworn translation and (b2) Luxembourg courts: such document must may need to be translated into the Portuguese language French by a sworn translator. Subject to Except as described in the preceding sentence, all formalities required in Canada and/or Brazil Brazil, the Netherlands and Luxembourg for the validity and enforceability (including any necessary registration, recording or filing with any court or other Governmental Authority) of each Credit Loan Document have been accomplished, and no fees or taxes Taxes are required to be paid for the validity and enforceability thereof except, in the case of enforcing any Credit Loan Document in Brazil, the litigating party (plaintiff) will have to post security or a performance bond to secure the costs of the proceeding and the fees of the opposite party’s (defendant) lawyer as required required, in the case of Brazil, by Article 835 of the Brazilian Civil Procedure CodeCode (or any successor law thereto).

Legal Form. Each Subject to the provisio set forth below, each of the Credit Loan Documents is (or upon its coming into existence will be) in proper legal form under its governing the law of Brazil for the enforcement thereof against such Guarantor under such law and would constitute legal, valid and binding obligations of such Guarantor under such law, enforceable in accordance with their respective terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, concordata, moratorium or similar laws of general applicability affecting the parties thereto (and do not violate, nor will performance thereunder violate, Brazilian sovereignty, public order or morality (soberania nacional, ordem pública ou bons costumes))enforcement of creditors' rights; provided however that, for in order to ensure the enforceability admission of any Credit Document the Loan Documents before Brazilian courts: the public agencies and courts in Brazil (a) (i) the signatures of the parties thereto signing such document outside Brazil must shall be notarized by a notary public qualified licensed as such under the laws of the place of signing, signing and the signature of such notary public must be certified by the county clerk’s office with jurisdiction over such notary public, and such notarization and certification must should be authenticated by a Brazilian consular officer at official of Brazil and the competent Brazilian consulate; or (ii) such document must be registered with the competent Registry of Deeds and Loan Documents and (b) such document must be translated into the Portuguese language by a sworn translatortranslator or, (b) absent such notarization and consularization, the Loan Documents, together with their respective sworn translations, shall be registered with the appropriate Registry of Titles and Deeds in Brazil. Subject No Indemnified Taxes or Other Taxes are required to the preceding sentencebe paid to Brazil, all formalities required or any political subdivision thereof or therein in Canada and/or Brazil each case for the validity and enforceability (including any necessary registration, recording or filing with any court or other Governmental Authority) of each Credit Document have been accomplished, and no fees or taxes are required to be paid for the validity and enforceability thereof except, in the case of enforcing any Credit Document in Brazil, the litigating party (plaintiff) will have to post security or a performance bond to secure the costs of the proceeding and the fees of the opposite party’s (defendant) lawyer as required by Article 835 of the Brazilian Civil Procedure Codethereof.

Legal Form. Each of the Credit Documents is (or upon its coming into existence will be) in proper legal form under its governing law for the enforcement thereof against the parties thereto (and do not violate, nor will performance thereunder violate, Brazilian sovereignty, public order or morality (soberania nacional, ordem pública ou bons costumes)); provided that, for the enforceability of any Credit Document before Brazilian courts: (a) (ia)(i) the signatures of the parties signing such document outside Brazil must be notarized by a notary public qualified as such under the laws of the place of signing, the signature of such notary public must be certified by the county clerk’s office with jurisdiction over such notary public, and such notarization and certification must be authenticated by a Brazilian consular officer at the competent Brazilian consulate; or (ii) such document must be registered with the competent Registry of Deeds and Documents and (b) such document must be translated into the Portuguese language by a sworn translator. Subject to the preceding sentence, all formalities required in Canada and/or Brazil for the validity and enforceability (including any necessary registration, recording or filing with any court or other Governmental Authority) of each Credit Document have been accomplished, and no fees or taxes are required to be paid for the validity and enforceability thereof except, in the case of enforcing any Credit Document in Brazil, the litigating party (plaintiff) will have to post security or a performance bond to secure the costs of the proceeding and the fees of the opposite party’s (defendant) lawyer as required by Article 835 of the Brazilian Civil Procedure Code.

Legal Form. Each Subject to the provision set forth below, each of the Credit Loan Documents is (or upon its coming into existence will be) in proper legal form under its governing the law of Brazil for the enforcement thereof against the parties thereto (Borrower under such law and do not violatewould constitute legal, nor will performance thereunder violatevalid and binding obligations of the Borrower under such law, Brazilian sovereigntyenforceable in accordance with their respective terms, public order except as such enforceability may be limited by bankruptcy, insolvency, reorganization, concordata, moratorium or morality (soberania nacional, ordem pública ou bons costumes))similar laws of general applicability affecting the enforcement of creditors' rights; provided however that, for in order to ensure the enforceability admission of any Credit Document the Loan Documents before Brazilian courts: the public agencies and courts in Brazil (a) (i) the signatures of the parties thereto signing such document outside Brazil must shall be notarized by a notary public qualified licensed as such under the laws of the place of signing, signing and the signature of such notary public must be certified by the county clerk’s office with jurisdiction over such notary public, and such notarization and certification must should be authenticated by a Brazilian consular officer at official of Brazil and the competent Brazilian consulate; or (ii) such document must be registered with the competent Registry of Deeds and Loan Documents and (b) such document must be translated into the Portuguese language by a sworn translatortranslator or, (b) absent such notarization and consularization, the Loan Documents, together with their respective sworn translations, shall be registered with the appropriate Registry of Titles and Deeds in Brazil. Subject No Indemnified Taxes or Other Taxes are required to the preceding sentencebe paid to Brazil, all formalities required or any political subdivision thereof or therein in Canada and/or Brazil each case for the validity and enforceability (including any necessary registration, recording or filing with any court or other Governmental Authority) of each Credit Document have been accomplished, and no fees or taxes are required to be paid for the validity and enforceability thereof except, in the case of enforcing any Credit Document in Brazil, the litigating party (plaintiff) will have to post security or a performance bond to secure the costs of the proceeding and the fees of the opposite party’s (defendant) lawyer as required by Article 835 of the Brazilian Civil Procedure Codethereof.