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 or for the consummation of the Transactions, # the grant by any Loan Party of the Liens granted by it pursuant to the Collateral Documents, # the perfection or maintenance of the Liens created under the Collateral Documents (including the first priority nature thereof, subject to Liens permitted under Section 7.01) or # the exercise by the Administrative Agent or any Lender of its rights under the Loan Documents or the remedies in respect of the Collateral pursuant to the Collateral Documents, except # for the authorizations, approvals, actions, notices and filings which have been duly obtained, taken, given or made and are in full force and effect and # to the extent that the failure of any approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person to have been duly obtained, taken, given, or made or to be in full force and effect, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. There exists no default or breach of any ROFR, and no facts known to any Loan Party exist that would trigger any ROFR Statute or any ROFR, except to the extent that such default, breach or trigger would not reasonably be expected to be materially adverse to the Partnership and its Restricted Subsidiaries, taken as a whole.
Section # 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 for the consummation of the Transactions, # the grant by any Loan Party of the Liens granted by it pursuant to the Collateral Documents, # the perfection or maintenance of the Liens created under the Collateral Documents (including the first priority nature thereof, subject to Liens permitted under Section 7.01)thereof) or # the exercise by the Administrative Agent or any Lender of its rights under the Loan Documents or the remedies in respect of the Collateral pursuant to the Collateral Documents, except for # forfilings, recordings and registrations with Governmental Authorities necessary to perfect the Liens on the Collateral granted by the Loan Parties in favor of the Secured Parties, # the approvals, consents, exemptions, authorizations, approvals, actions, notices and filings which have been duly obtained, taken, given or made and are in full force and effect and #(except to the extent that the failure of any approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Personnot required to have been dulybe obtained, taken, given,given or made or to be in full force and effect, individuallyeffect pursuant to the Collateral and Guarantee Requirement) and # those approvals, consents, exemptions, authorizations or inother actions, notices or filings, the aggregate, couldfailure of which to obtain or make would not reasonably be expected to have a Material Adverse Effect. There exists no default or breach of any ROFR, and no facts known to any Loan Party exist that would trigger any ROFR Statute or any ROFR, except to the extent that such default, breach or trigger would not reasonably be expected to be materially adverse to the Partnership and its Restricted Subsidiaries, taken as a whole.
Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing (other than security filings and those for which such approval, consent, exemption, authorization has been obtained or such action has been taken or notice or filing made) with, any Governmental Authority or any other Person is necessary or requiredrequired, except, in each case, to the extent that failure to obtain or file the same, as applicable, could not be reasonably expected to have a Material Adverse Effect in connection with # 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,Transactions (to the extent such Loan Party was a Loan Party on the effective date thereof), # the grant by any Loan Party of the Liens granted by it pursuant to the Collateral Documents, # the perfection or maintenance of the Liens created under the Collateral Documents (including the first priority nature thereof, subject to Liens permitted under Section 7.01)thereof) or # the exercise by the Administrative Agent, the Collateral Agent or any Lender of its rights under the Loan Documents or the remedies in respect of the Collateral pursuant to the Collateral Documents, except # for the authorizations, approvals, actions, notices and filings which have been duly obtained, taken, given or made and are in full force and effect and # to the extent that the failure of any approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person to have been duly obtained, taken, given, or made or to be in full force and effect, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. There exists no default or breach of any ROFR, and no facts known to any Loan Party exist that would trigger any ROFR Statute or any ROFR, except to the extent that such default, breach or trigger would not reasonably be expected to be materially adverse to the Partnership and its Restricted Subsidiaries, taken as a whole.Documents.
Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filing (other than security filings and those for which such approval, consent, exemption, authorization has been obtained or such action has been taken or notice or filing made) with, any Governmental Authority or any other Person is necessary or requiredrequired, except, in each case, to the extent that failure to obtain or file the same, as applicable, could not be reasonably expected to have a Material Adverse Effect in connection with # 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,Transactions (to the extent such Loan Party was a Loan Party on the effective date thereof), # the grant by any Loan Party of the Liens granted by it pursuant to the Collateral Documents, # the perfection or maintenance of the Liens created under the Collateral Documents (including the first priority nature thereof, subject to Liens permitted under Section 7.01)thereof) or # the exercise by the Administrative Agent, the Collateral Agent or any Lender of its rights under the Loan Documents or the remedies in respect of the Collateral pursuant to the Collateral Documents, except # for the authorizations, approvals, actions, notices and filings which have been duly obtained, taken, given or made and are in full force and effect and # to the extent that the failure of any approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person to have been duly obtained, taken, given, or made or to be in full force and effect, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. There exists no default or breach of any ROFR, and no facts known to any Loan Party exist that would trigger any ROFR Statute or any ROFR, except to the extent that such default, breach or trigger would not reasonably be expected to be materially adverse to the Partnership and its Restricted Subsidiaries, taken as a whole.Documents.
Section # 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 ordelivery, performance by, or enforcement against, Parent or any other Loan Party of this Agreement or any other Loan DocumentDocument, or for the consummation of the Transactions,Transaction, # the grant by Parent or any other Loan Party of the Liens granted by it pursuant to the Collateral Documents, # the perfection or maintenance of the Liens created under the Collateral Documents (including the first priority nature thereof, subject to Liens permitted under Section 7.01) or # the exercise by the Administrative Agent or any Lender of its rights under the Loan Documents or the remedies in respect of the Collateral pursuant to the Collateral Documents, except for # forfilings and registrations necessary to perfect the Liens on the Collateral granted by Parent, the other Loan Parties or any Restricted Subsidiary in favor of the Secured Parties consisting of UCC financing statements, filings in the United States Patent and Trademark Office and the United States Copyright Office, # the approvals, consents, exemptions, authorizations, approvals, actions, notices and filings which have been duly obtained, taken, given or made and are in full force and effecteffect, # those approvals, consents, exemptions, authorizations or other actions, notices or filings set out in the Collateral Documents and # to the extent thatthose approvals, consents, exemptions, authorizations or other actions, notices or filings, the failure of any approval, consent, exemption, authorization,which to obtain or other action by, or notice to, or filing with, any Governmental Authority or any other Person to have been duly obtained, taken, given, or made or to be in full force and effect, individually or in the aggregate,make could not reasonably be expected to havehave, individually or in the aggregate, a Material Adverse Effect. There exists no default or breach of any ROFR, and no facts known to any Loan Party exist that would trigger any ROFR Statute or any ROFR, except to the extent that such default, breach or trigger would not reasonably be expected to be materially adverse to the Partnership and its Restricted Subsidiaries, taken as a whole.
Governmental Authorization; Other Consents. No approval, consent, exemption, authorization, or other action by, or notice to, or filingfiling, registration, qualification or accreditation with, any Governmental Authority (including, without limitation, exchange control) or any other Person (including any party to any contract or agreement to which the Borrower or any of its Restricted Subsidiaries or any of their respective Affiliates is a 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 (other than those that have been obtained), # the validity or forenforceability of any Loan Documents against the Loan Parties (except such filings or notices as are necessary in connection with the perfection or enforcement of the Liens created by such Loan Documents), or # the consummation of the Transactions,transactions contemplated hereby, other than # the grant by any Loan Partyfiling of financing statements in the Liens granted by it pursuant to the Collateral Documents,UCC filing offices of each applicable jurisdiction, # the perfection or maintenancefiling of intellectual property security agreements in the Liens created underU.S. Patent and Trademark Office and the Collateral Documents (including the first priority nature thereof, subject to Liens permitted under Section 7.01) orU.S. Copyright Office, # the exercise by the Administrative Agent or any Lenderthose listed on [Schedule 5.03] hereto, all of its rights under the Loan Documents or the remedies in respect of the Collateral pursuant to the Collateral Documents, except # for the authorizations, approvals, actions, notices and filings which have been duly obtained, taken, given or made and are in full force and effectobtained and # to the extent that the failure of any approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person to have been duly obtained, taken, given, or made or to be in full force and effect, individually or in the aggregate,obtain could not reasonablyreasonable be expected to have a Material Adverse Effect. There exists no default or breach of any ROFR, and no facts known to any Loan Party exist that would trigger any ROFR Statute or any ROFR, except to the extent that such default, breach or trigger would not reasonably be expected to be materially adverse to the Partnership and its Restricted Subsidiaries, taken as a whole.
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 PartyParty:Organization]] of this Agreement or any other Loan Document or for the consummation of the Transactions,Document, # the grant by any [[Loan PartyParty:Organization]] of the Liens granted by it pursuant to the Collateral Documents, # the perfection or maintenance of the Liens created under the Collateral Documents (including the first priority nature thereof, subject to Liens permitted under Section 7.01)thereof) or # the exercise by the [[Administrative AgentAgent:Organization]] or any Lender[[Organization A:Organization]] of its rights under the Loan Documents or the remedies in respect of the Collateral pursuant to the Collateral Documents, exceptother than # for the authorizations, approvals, actions, notices and filings which have been duly obtained, taken, given or made and are in full force and effectobtained and # filings to perfect the extent thatLiens created by the failure of any approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person to have been duly obtained, taken, given, or made or to be in full force and effect, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. There exists no default or breach of any ROFR, and no facts known to any Loan Party exist that would trigger any ROFR Statute or any ROFR, except to the extent that such default, breach or trigger would not reasonably be expected to be materially adverse to the Partnership and its Restricted Subsidiaries, taken as a whole.Collateral Documents.
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 for the consummation of the Transactions, # the grant by any Loan Party of the Liens granted by it pursuant to the Collateral Documents, # the perfection or maintenance of the Liens created under the Collateral Documents (including the first priority nature thereof, subject to Liens permitted under Section 7.01)thereof) or # the exercise by the Administrative Agent or any Lender of its rights under the Loan Documents or the remedies in respect of the Collateral pursuant to the Collateral Documents, except for # forfilings and registrations necessary to perfect the Liens on the Collateral granted by the Loan Parties in favor of the Secured Parties, # the approvals, consents, exemptions, authorizations, approvals, actions, notices and filings which have been duly obtained, taken, given or made and are in full force and effect and #(except to the extent that the failure of any approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Personnot required to have been duly obtained, taken, given,given or made or to be in full force and effect, individuallyeffect pursuant to the Collateral and Guarantee Requirement) and # those approvals, consents, exemptions, authorizations or inother actions, notices or filings, the aggregate,failure of which to obtain or make could not reasonably be expected to have a Material Adverse Effect. There exists no default or breach of any ROFR, and no facts known to any Loan Party exist that would trigger any ROFR Statute or any ROFR, except to the extent that such default, breach or trigger would not reasonably be expected to be materially adverse to the Partnership and its Restricted Subsidiaries, taken as a whole.
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 for the consummation of the Transactions, # the grant by any Loan Party of the Liens granted by it pursuant to the Collateral Documents, # the perfection or maintenance of the Liens created under the Collateral Documents (including the first priority nature thereof, subject to Liens permitted under Section 7.01)thereof) or # the exercise by the Administrative Agent or any Lender of its rights under the Loan Documents or the remedies in respect of the Collateral pursuant to the Collateral Documents, except for # forfilings necessary to perfect the Liens on the Collateral granted by the Loan Parties in favor of the Secured Parties, # the approvals, consents, exemptions, authorizations, approvals, actions, notices and filings which have been duly obtained, taken, given or made and are in full force and effect and # to the extent thatthose approvals, consents, exemptions, authorizations or other actions, notices or filings, the failure of any approval, consent, exemption, authorization,which to obtain or other action by, or notice to, or filing with, any Governmental Authority or any other Person to have been duly obtained, taken, given, or made or to be in full force and effect, individually or in the aggregate,make could not reasonably be expected to have a Material Adverse Effect. There exists no default or breach of any ROFR, and no facts known to any Loan Party exist that would trigger any ROFR Statute or any ROFR, except to the extent that such default, breach or trigger would not reasonably be expected to be materially adverse to the Partnership and its Restricted Subsidiaries, taken as a whole.
Governmental Authorization; Other Consents.Authorizations and Approvals. No authorization, approval, consent, exemption, authorization, or other action by, or notice to,to or filing with, any Governmental Authority or any other Person is necessary or required on the part of any Loan Party in connection with # the execution, delivery orand performance by, or enforcement against,by any Loan Party of this Agreement or anythe other Loan DocumentDocuments to which it is a party or for the consummation of the Transactions, # the grant by any Loan Party of the Liens granted by it pursuant to the Collateral Documents, # the perfectiontransactions contemplated hereby or maintenance of the Liens created under the Collateral Documents (including the first priority nature thereof, subject to Liens permitted under Section 7.01) or # the exercise by the Administrative Agent or any Lender of its rights under the Loan Documents or the remedies in respect of the Collateral pursuant to the Collateral Documents,thereby, except # for the authorizations, approvals, actions, notices and filings whichsuch as have been duly obtained, taken, givenobtained or made and are in full force and effecteffect, # filings necessary to perfect (or maintain perfection of) Liens created under the Loan Documents and # actions by, and notices to or filings with, Governmental Authorities (including the extentSEC) that may be required in the failureordinary course of any approval, consent, exemption, authorization,business from time to time or other action by, or notice to, or filing with, any Governmental Authority or any other Personthat may be required to have been duly obtained, taken, given, or madecomply with the express requirements of the Loan Documents (including to release existing Liens on the Collateral or to be in full force and effect, individually comply with requirements to perfect, and/or inmaintain the aggregate, could not reasonably be expected to have a Material Adverse Effect. There exists no default or breach of any ROFR, and no facts known to anyperfection of, Liens created under the Loan Party exist that would trigger any ROFR Statute or any ROFR, except to the extent that such default, breach or trigger would not reasonably be expected to be materially adverse to the Partnership and its Restricted Subsidiaries, taken as a whole.Documents).
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