Common use of Absence of Breaches or Defaults Clause in Contracts

Absence of Breaches or Defaults. Except as set forth in Section 4.19 of the Company Disclosure Schedule, (i) neither the Company nor any of its Subsidiaries is in default under, or in breach or violation of (and no event has occurred which, with notice or the lapse of time or both, would constitute a default under, or a breach or violation of), any term, condition or provision of its charter, bylaws or other governing documents and (ii) neither the Company nor any of its Subsidiaries is and, to the knowledge of the Company, no other party is in default under, or in breach or violation of (and no event has occurred which, with notice or the lapse of time or both, would constitute a default under, or a breach or violation of), any term, condition or provision of any Company Contract identified on Section 4.18 of the Company Disclosure Schedule except for defaults, breaches, violations or events which, individually or in the aggregate, would not have a Company Material Adverse Effect; provided that any defaults, breaches, violations or events with respect to those Company Contracts referred to in Section 4.18(d) shall be scheduled without regard to any Company Material Adverse Effect. Other than contracts which have terminated or expired in accordance with their terms, each of the Company Contracts identified on Section 4.18 of the Company Disclosure Schedule is valid, binding and enforceable in accordance with its terms (subject to the effects of bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors' rights generally, general equitable principles (whether considered on a proceeding in equity or at law) and an implied covenant of good faith and fair dealing) and is in full force and effect. To the knowledge of the Company, no event has occurred which either entitles, or would, on notice or lapse of time or both, entitle the holder of any indebtedness for borrowed money affecting the Company or any of its Subsidiaries to accelerate, or which does accelerate, the maturity of any indebtedness affecting the Company or any of its Subsidiaries, except as set forth in Section 4.19 of the Company Disclosure Schedule.

Absence of Breaches or Defaults. Except as set forth in Section 4.19 3.20 of the Company Parent Disclosure Schedule, (i) neither the Company Parent nor any of its Subsidiaries is in default under, or in breach or violation of (and no event has occurred which, with notice or the lapse of time or both, would constitute a default under, or a breach or violation of), any term, condition or provision of its respective charter, bylaws or other governing documents and (ii) neither the Company Parent nor any of its Subsidiaries is and, to the knowledge of the CompanyParent, no other party is in default under, or in breach or violation of (and no event has occurred which, with notice or the lapse of time or both, would constitute a default under, or a breach or violation of), any term, condition or provision of any Company Parent Contract identified on Section 4.18 3.19 of the Company Parent Disclosure Schedule except for defaults, breaches, violations or events which, individually or in the aggregate, would not have a Company Parent Material Adverse Effect; provided that any defaults, breaches, violations or events with respect to those Company Parent Contracts referred to in Section 4.18(d3.19(e) shall be scheduled without regard to any Company Parent Material Adverse Effect. Other than contracts which have terminated or expired in accordance with their terms, each of the Company Parent Contracts identified on Section 4.18 3.19 of the Company Parent Disclosure Schedule is valid, binding and enforceable in accordance with its terms (subject to the effects of bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors' rights generally, general equitable principles (whether considered on a proceeding in equity or at law) and an implied covenant of good faith and fair dealing) and is in full force and effect. To the knowledge of the CompanyParent, no event has occurred which either entitles, or would, on notice or lapse of time or both, entitle the holder of any indebtedness for borrowed money affecting the Company Parent or any of its Subsidiaries to accelerate, or which does accelerate, the maturity of any indebtedness affecting the Company Parent or any of its Subsidiaries, except as set forth in Section 4.19 3.20 of the Company Parent Disclosure Schedule.

Absence of Breaches or Defaults. Except as set forth in Section 4.19 of the Company Disclosure Schedule, (i) neither the Company nor any of its Subsidiaries is in default under, or in breach or violation of (and no event has occurred which, with notice or the lapse of time or both, would constitute a default under, or a breach or violation of), any term, condition or provision of its charter, bylaws or other governing documents and (ii) neither the Company Neither Parent nor any of its Subsidiaries is and, to the knowledge of the CompanyParent, no other party is in default under, or in breach or violation of, any Contract identified on Section 3.14 of (and the Parent Disclosure Schedule and, to the knowledge of Parent, no event has occurred which, with the giving of notice or the lapse passage of time or both, both would constitute a default under, or a breach or violation of), under any term, condition or provision of any Company Contract identified on Section 4.18 3.14 of the Company Parent Disclosure Schedule Schedule, except for defaults, breaches, violations or events which, individually or in the aggregate, would not have a Company Material Adverse Effect; provided that any defaults, breaches, violations or events with respect to those Company Contracts referred to in Section 4.18(d) shall be scheduled without regard to any Company Material Adverse Effect. Other than contracts Contracts which have terminated or as expired in accordance with their terms, terms each of the Company Contracts identified on Section 4.18 3.14 of the Company Parent Disclosure Schedule is valid, binding and enforceable in accordance with its terms (subject to the effects of bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors' rights generally, general equitable principles (whether considered on as a proceeding in equity or at law) and an implied covenant of good faith and fair dealing) and is in full force and effect. To , and assuming all consents required by the knowledge terms thereof or applicable law have been obtained, such Contracts will continue to be valid, binding and enforceable in accordance with their respective terms and in full force and effect immediately following the consummation of the Companytransactions contemplated hereby in each case, no except where the failure to be valid, binding, enforceable and in full force and effect would not, individually or in the aggregate, have a Material Adverse Effect. No event has occurred which either entitles, or would, on notice or lapse of time or both, entitle the holder of any indebtedness for borrowed money affecting the Company Parent or any of its Subsidiaries to accelerate, or which does accelerate, the maturity of any indebtedness affecting the Company Parent or any of its Subsidiaries, except as set forth in Section 4.19 3.15 of the Company Parent Disclosure Schedule.

Absence of Breaches or Defaults. Except as set forth in Section 4.19 of the Company Disclosure Schedule, (i) neither the Company nor any of its Subsidiaries is in default under, or in breach or violation of (and no event has occurred which, with notice or the lapse of time or both, would constitute a default under, or a breach or violation of), any term, condition or provision of its charter, bylaws or other governing documents and (ii) neither Neither the Company nor any of its Subsidiaries is and, to the knowledge of the Company, no other party is in default under, or in breach or violation of, any Contract identified on Section 2.15 of (and the Disclosure Schedule and, to the knowledge of the Company, no event has occurred which, with the giving of notice or the lapse passage of time or both, both would constitute a default under, or a breach or violation of), under any term, condition or provision of any Company Contract identified on Section 4.18 2.15 of the Company Disclosure Schedule Schedule, except for defaults, breaches, violations or events which, individually or in the aggregate, would not have a Company Material Adverse Effect; provided that any defaults, breaches, violations or events with respect to those Company Contracts referred to in Section 4.18(d) shall be scheduled without regard to any Company Material Adverse Effect. Other than contracts Contracts which have terminated or expired in accordance with their terms, each of the Company Contracts identified on Section 4.18 2.15 of the Company Disclosure Schedule is valid, binding and enforceable in accordance with its terms (subject to the effects of bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors' rights generally, general equitable principles (whether considered on a proceeding in equity or at law) and an implied covenant of good faith and fair dealing) and is in full force and effect. To , and assuming all consents required by the knowledge terms thereof or applicable law have been obtained, such Contracts will continue to be valid, binding and enforceable in accordance with their respective terms and in full force and effect immediately following the consummation of the Companytransactions contemplated hereby, no in each case except where the failure to be valid, binding, enforceable and in full force and effort would not, individually or in the aggregate, have a Material Adverse Effect. No event has occurred which either entitles, or would, on notice or lapse of time or both, entitle the holder of any indebtedness for borrowed money affecting the Company or any of its Subsidiaries (except for the execution or consummation of this Agreement and the Stockholders Agreements) to accelerate, or which does accelerate, the maturity of any indebtedness affecting the Company or any of its Subsidiaries, except as set forth in Section 4.19 2.16 of the Company Disclosure Schedule.

Absence of Breaches or Defaults. Except as set forth in Section 4.19 of the Company Disclosure Schedule, (i) neither the Company nor any of its Subsidiaries is in default under, or in breach or violation of (and no event has occurred which, with notice or the lapse of time or both, would constitute a default under, or a breach or violation of), any term, condition or provision of its charter, bylaws or other governing documents and (ii) neither the Company Neither Parent nor any of its Subsidiaries is and, to the knowledge of the CompanyParent, no other party is in default under, or in breach or violation of, any Contract identified on Section 3.14 of (and the Parent Disclosure Schedule and, to the knowledge of Parent, no event has occurred which, with the giving of notice or the lapse passage of time or both, both would constitute a default under, or a breach or violation of), under any term, condition or provision of any Company Contract identified on Section 4.18 3.14 of the Company Parent Disclosure Schedule Schedule, except for defaults, breaches, violations or events which, individually or in the aggregate, would not have a Company Material Adverse Effect; provided that any defaults, breaches, violations or events with respect to those Company Contracts referred to in Section 4.18(d) shall be scheduled without regard to any Company Material Adverse Effect. Other than contracts Contracts which have terminated or expired in accordance with their terms, each of the Company Contracts identified on Section 4.18 3.14 of the Company Parent Disclosure Schedule is valid, binding and enforceable in accordance with its terms (subject to the effects of bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors' rights generally, general equitable principles (whether considered on in a proceeding in equity or at law) and an implied covenant of good faith and fair dealing) and is in full force and effect. To , and assuming all consents required by the knowledge terms thereof or applicable law have been obtained, such Contracts will continue to be valid, binding and enforceable in accordance with their respective terms and in full force and effect immediately following the consummation of the Companytransactions contemplated hereby, no in each case, except where the failure to be valid, binding, enforceable and in full force and effect would not, individually or in the aggregate, have a Material Adverse Effect. No event has occurred which either entitles, or would, on notice or lapse of time or both, entitle the holder of any indebtedness for borrowed money affecting the Company Parent or any of its Subsidiaries to accelerate, or which does accelerate, the maturity of any indebtedness affecting the Company Parent or any of its Subsidiaries, except as set forth in Section 4.19 3.15 of the Company Parent Disclosure Schedule.

Absence of Breaches or Defaults. Except as set forth in Section 4.19 of the Company Disclosure Schedule, (i) neither the Company Union Drilling nor any of its Subsidiaries is in default under, or in breach or violation of (and no event has occurred which, with notice or the lapse of time or both, would constitute a default under, or a breach or violation of), any term, condition or provision of its respective charter, bylaws or other governing documents and (ii) neither the Company Union Drilling nor any of its Subsidiaries is and, to the knowledge of the CompanyUnion Drilling, no other party is in default under, or in breach or violation of (and no event has occurred which, with notice or the lapse of time or both, would constitute a default under, or a breach or violation of), any term, condition or provision of any Company Union Drilling Contract identified on Section 4.18 3.16 of the Company Disclosure Schedule except for defaults, breaches, violations or events which, individually or in the aggregate, would not have a Company Material Adverse Effect; provided that any defaults, breaches, violations or events with respect to those Company Contracts referred to in Section 4.18(d) shall be scheduled without regard to any Company Union Drilling Material Adverse Effect. Other than contracts which have terminated or expired in accordance with their terms, each of the Company Union Drilling Contracts identified on Section 4.18 3.16 of the Company Disclosure Schedule is valid, binding and enforceable in accordance with its terms (subject to the effects of bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors' rights generally, general equitable principles (whether considered on a proceeding in equity or at law) and an implied covenant of good faith and fair dealing) and is in full force and effect. To the knowledge of the CompanyUnion Drilling, no event has occurred which either entitles, or would, on notice or lapse of time or both, entitle the holder of any indebtedness for borrowed money affecting the Company Union Drilling or any of its Subsidiaries to accelerate, or which does accelerate, the maturity of any indebtedness affecting the Company Union Drilling or any of its Subsidiaries, except as set forth in Section 4.19 of the Company Disclosure Schedule.

Absence of Breaches or Defaults. Except as set forth in Section 4.19 of the Company Disclosure Schedule, (i) neither Neither the Company nor any of its Subsidiaries is in default under, or in breach or violation of (and no event has occurred which, with notice or the lapse of time or both, would constitute a default under, or a breach or violation of), ) any term, condition or provision of its charter, bylaws or other governing documents and (ii) neither documents. Neither the Company nor any of its Subsidiaries is and, to the knowledge of the Company, no other party is in default under, or in breach or violation of (and no event has occurred which, with notice or the lapse of time or both, would constitute a default under, or a breach or violation of), any term, condition or provision of any Company Contract identified on Section 4.18 4.15 of the Company Seller Disclosure Schedule except for defaults, breaches, violations or events which, individually or in the aggregate, would not have a Company Material Adverse Effect; provided that any defaults, breaches, violations or or, events with respect to those Company Contracts referred to in Section 4.18(d4.15(d) shall be scheduled without regard to any Company Material Adverse Effect. Other than contracts which have terminated or expired in accordance with their terms, each of the Company Contracts identified on Section 4.18 4.15 of the Company Seller Disclosure Schedule is valid, binding and enforceable in accordance with its terms (subject to the effects of bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors' rights generally, general equitable principles (principles, whether considered on a proceeding in equity or at law) , and an implied covenant of good faith and fair dealing) and is in full force and effect. To the knowledge of the Company, no event has occurred which either entitles, or would, on notice or lapse of time or both, entitle the holder of any indebtedness for borrowed money affecting the Company or any of its Subsidiaries to accelerate, or which does accelerate, the maturity of any indebtedness affecting the Company or any of its Subsidiaries, except as set forth in Section 4.19 4.16 of the Company Seller Disclosure Schedule.

Absence of Breaches or Defaults. Except as set forth in Section 4.19 of the Company Disclosure Schedule, (i) neither Neither the Company nor any of its Subsidiaries is in default underCompany Subsidiary is, or in breach or violation of (and no event has occurred which, with notice or the lapse of time or both, would constitute a default under, or a breach or violation of), any term, condition or provision of its charter, bylaws or other governing documents and (ii) neither the Company nor any of its Subsidiaries is and, to the knowledge of the Company, no other party is is, in default under, or in breach or violation of, any contract to which the Company or any Company Subsidiary is a party, including, without limitation, those identified on Section 3.21 of (and the Company Disclosure Schedule and, to the knowledge of the Company, no event has occurred which, with the giving of notice or the lapse passage of time or both, both would constitute a default under, or a breach or violation of), under any term, condition or provision of any Company Contract contract identified on Section 4.18 3.21 of the Company Disclosure Schedule Schedule, except in each case set forth above for defaults, breaches, violations or events which, individually or in the aggregate, would not have a Company Material Adverse Effect; provided that any defaults, breaches, violations Effect on the Company or events with respect to those Company Contracts referred to in Section 4.18(d) shall be scheduled without regard to any Company Material Adverse EffectSubsidiary. Other than contracts which have terminated or expired in accordance with their terms, each of the Company Contracts contracts identified on Section 4.18 3.21 of the Company Disclosure Schedule is valid, binding and enforceable in accordance with its terms (subject to the effects of bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors' rights generally, general equitable principles (whether considered on a proceeding in equity or at law) and an implied covenant of good faith and fair dealing)) and is in full force and effect. To , and assuming all consents required by the knowledge terms thereof or applicable law have been obtained, such contracts will continue to be valid, binding and enforceable in accordance with their respective terms and in full force and effect immediately following the consummation of the transactions contemplated hereby, in each case except where the failure to be valid, binding, enforceable and in full force and effort would not, individually or in the aggregate, have a Material Adverse Effect on the Company, no . No event has occurred which either entitles, or would, on notice or lapse of time or both, entitle the holder of any indebtedness for borrowed money affecting the Company or any Company Subsidiary (except for the execution or consummation of its Subsidiaries this Agreement) to accelerate, or which does accelerate, the maturity of any indebtedness affecting the Company or any of its SubsidiariesCompany Subsidiary, except as set forth in Section 4.19 3.22 of the Company Disclosure Schedule.