Common use of Approvals; No Conflicts Clause in Contracts

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders, members, partners or any class of directors or managers, whether interested or disinterested, of the General Partner, any Obligor or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement and (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of the General Partner or any Obligor or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the General Partner, the Obligors or their Properties, or give rise to a right thereunder to require any payment to be made by the General Partner or any Obligor and (d) will not result in the creation or imposition of any Lien on any Property of the General Partner or any Obligor (other than the Liens created by the Loan Documents).

Appears in 2 contracts

Samples: Credit Agreement (QR Energy, LP), Credit Agreement (QR Energy, LP)

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Approvals; No Conflicts. The Transactions transactions contemplated by the Forbearance Agreement, as amended hereby: (ai) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders, members, partners or any class of directors or managers, whether interested or disinterested, of the General Partner, any Obligor or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of the Forbearance Agreement, as amended hereby, any Loan Document of such other documents or the consummation of the transactions contemplated by the Forbearance Agreement, as amended hereby, or thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as or are not yet required by this Agreement and to be obtained; (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate any applicable law Applicable Law or regulation or the charter, by-laws or other organizational documents Organizational Documents of the General Partner Company or any Obligor Xxxxx or any order of any Governmental Authority, ; (ciii) will not violate or result in a default under any indenture, agreement or other instrument binding upon the General PartnerCompany, the Obligors Xxxxx or any of their respective Properties, or give rise to a right thereunder to require any payment to be made by the General Partner Company or any Obligor Xxxxx; and (div) will not result in the creation or imposition of any Lien on any Property of the General Partner or any Obligor Company (other than the Liens created by the Loan Financing Documents)) or Xxxxx.

Appears in 2 contracts

Samples: Consent and Forbearance Agreement (Raser Technologies Inc), Consent and Forbearance Agreement (Raser Technologies Inc)

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders, members, partners holders of its Equity Interests or any class of directors directors, managers or managerssupervisors, as applicable, whether interested or disinterested, of the General Partner, any Obligor Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated therebyTransactions, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement and (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate any applicable law or regulation or the limited liability company agreement, charter, by-laws bylaws or other organizational documents Organizational Documents of the General Partner or any Obligor or any order of any Governmental Authority, and (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the General Partner, the Obligors any Obligor or any of their respective Properties, or give rise to a right thereunder to require any payment to be made by the General Partner or any Obligor and (d) will not result in the creation or imposition of any Lien on any Property of the General Partner or any Obligor (other than the Liens created by or permitted under the Loan Documents) except in each case referred to in clauses (a), (b) (c), to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Berry Petroleum Corp)

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders, members, partners shareholders or any class of directors or managers, whether interested or disinterested, of the General Partner, any Obligor Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement and (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of the General Partner Borrower or any Obligor Subsidiary or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the General Partner, the Obligors Borrower or their any Subsidiary or its Properties, or give rise to a right thereunder to require any payment to be made by the General Partner Borrower or any Obligor such Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the General Partner Borrower or any Obligor Subsidiary (other than the Liens created by the Loan Documents).

Appears in 1 contract

Samples: Credit Agreement (Rex Energy Corp)

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders, members, partners holders of its Equity Interests or any class of directors directors, managers or managerssupervisors, as applicable, whether interested or disinterested, of the General Partner, any Obligor Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated therebyTransactions, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement and (ii) those third party approvals or consents which, if not made or obtained, obtained would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents, ; (b) will not violate (i) any applicable material provision of law or regulation or (ii) the charter, by-laws bylaws or other organizational documents of the General Partner Borrower or any Obligor Subsidiary or any order of any Governmental Authority, ; (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the General Partner, the Obligors Borrower or any Subsidiary or any of their respective material Properties, or give rise to a right thereunder to require any payment to be made by the General Partner Borrower or any Obligor Subsidiary and (d) will not result in the creation or imposition of any Lien on any material Property of the General Partner Borrower or any Obligor Subsidiary (other than the Liens created by the Loan Documents).

Appears in 1 contract

Samples: Credit Agreement (Contango Oil & Gas Co)

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders, members, partners holders of its Equity Interests or any class of directors directors, managers or managerssupervisors, as applicable, whether interested or disinterested, of Parent, the General Partner, any Obligor Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated therebyTransactions, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement and (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the 87 enforceability of the Loan Documents, (b) will not violate any applicable law or regulation or the partnership agreements, limited liability agreements, charter, by-laws or other organizational documents of the General Partner Parent or any Obligor Loan Party or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, material agreement or other material instrument binding upon the General Partner, the Obligors Parent or any Loan Party or any of their respective Properties, or give rise to a right thereunder to require any payment to be made by the General Partner Parent or any Obligor Loan Party and (d) will not result in the creation or imposition of any Lien on any Property of the General Partner Parent or any Obligor Loan Party (other than the Liens created by the Loan DocumentsDocuments or otherwise permitted hereunder).

Appears in 1 contract

Samples: Credit Agreement (Earthstone Energy Inc)

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders, members, partners holders of its Equity Interests or any class of directors directors, managers or managerssupervisors, as applicable, whether interested or disinterested, of Parent, the General Partner, any Obligor Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated therebyTransactions, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement and (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate any applicable law or regulation or the partnership agreements, limited liability agreements, charter, by-laws or other organizational documents of the General Partner Parent or any Obligor Loan Party or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, material agreement or other material instrument binding upon the General Partner, the Obligors Parent or any Loan Party or any of their respective Properties, or give rise to a right thereunder to require any payment to be made by the General Partner Parent or any Obligor Loan Party and (d) will not result in the creation or imposition of any Lien on any Property of the General Partner Parent or any Obligor Loan Party (other than the Liens created by the Loan DocumentsDocuments or otherwise permitted hereunder).

Appears in 1 contract

Samples: Credit Agreement (Earthstone Energy Inc)

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders, members, partners shareholders or any class of directors or managersdirectors, whether interested or disinterested, of the General PartnerParent, any Obligor the Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement and (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of the General Partner it or any Obligor of its Subsidiaries or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the General Partner, the Obligors it or their any of its Subsidiaries or its Properties, or give rise to a right thereunder to require any payment to be made by the General Partner it or any Obligor such Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the General Partner it or any Obligor of its Subsidiaries (other than the Liens created by the Loan Documents).

Appears in 1 contract

Samples: Credit Agreement (Petroquest Energy Inc)

Approvals; No Conflicts. The Transactions execution, delivery and performance by each Credit Party of this Agreement (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders, members, partners shareholders or any class of directors or managersdirectors, whether interested or disinterested, of the General Partner, any Obligor Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this the Credit Agreement and (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could would not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate any applicable law or regulation or the charter, by-laws bylaws or other organizational documents of the General Partner Borrower or any Obligor Restricted Subsidiary or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, material agreement or other material instrument binding upon the General Partner, the Obligors Borrower or any Restricted Subsidiary or any of their Properties, or give rise to a right thereunder to require any payment to be made by the General Partner Borrower or any Obligor such Restricted Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the General Partner Borrower or any Obligor Restricted Subsidiary (other than the Liens created by the Loan Documents).

Appears in 1 contract

Samples: Limited Forbearance Agreement (Approach Resources Inc)

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders, members, partners shareholders or any class of directors or managersdirectors, whether interested or disinterested, of Holdings, the General Partner, any Obligor Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement and (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default or Event of Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of Holdings, the General Partner Borrower or any Obligor Restricted Subsidiary or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the General PartnerHoldings, the Obligors Borrower or their any Restricted Subsidiary or its Properties, or give rise to a right thereunder to require any payment to be made by Holdings, the General Partner Borrower or any Obligor such Restricted Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of Holdings, the General Partner Borrower or any Obligor Subsidiary (other than the Liens created by the Loan Documents).

Appears in 1 contract

Samples: Credit Agreement (HighPoint Resources Corp)

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Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders, members, partners partners, shareholders or any class of directors directors, partners or managers, whether interested or disinterested, of the General Partner, any Obligor Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement and (ii) those third party approvals or consents whichthat, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate any applicable law or regulation or the charter, operating agreement, regulations, by-laws or other organizational documents of the General Partner Borrower or any Obligor Affiliate or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the General Partner, the Obligors Borrower or their any Affiliate or its Properties, or give rise to a right thereunder to require any payment to be made by the General Partner Borrower or any Obligor such Affiliate and (d) will not result in the creation or imposition of any Lien on any Property of the General Partner Borrower or any Obligor Affiliate (other than the Liens created by the Loan Documents).

Appears in 1 contract

Samples: Credit Agreement (CrossPoint Energy CO)

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders, members, partners holders of its Equity Interests or any class of directors directors, managers or managerssupervisors, as applicable, whether interested or disinterested, of the General Partner, any Obligor Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated therebyTransactions, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement and (ii) those third party approvals or consents which, if not made or obtained, obtained would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate in any material respect any applicable law or regulation regulation, or violate the charter, by-laws bylaws or other organizational documents of the General Partner or any Obligor Loan Parties or any order of any Governmental Authority, and (c) will not violate or result in a default under any indenture, agreement or other instrument evidencing Material Debt binding upon the General Partner, the Obligors Loan Parties or any of their respective Properties, or give rise to a right thereunder to require any payment to be made by the General Partner or any Obligor Loan Parties and (d) will not result in the creation or imposition of any Lien on any Property of the General Partner or any Obligor Loan Parties (other than than, in each case, the Liens created by the Revolving Facility Loan Documents).

Appears in 1 contract

Samples: Day Bridge Term Loan Agreement (Sitio Royalties Corp.)

Approvals; No Conflicts. The Transactions (a) do not except as provided in Section 9.20 require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders, members, partners shareholders or any class of directors or managers, whether interested or disinterested, of the General PartnerParent, any Obligor Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement and (ii) those third party approvals or consents whichthat, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of Parent, the General Partner Borrower or any Obligor Subsidiary or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the General PartnerParent, the Obligors Borrower or any Subsidiary or their respective Properties, or give rise to a right thereunder to require any payment to be made by Parent, the General Partner Borrower or any Obligor such Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of Parent, the General Partner Borrower or any Obligor Subsidiary (other than the Liens created by the Loan Documents).

Appears in 1 contract

Samples: Credit Agreement (National Coal Corp)

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders, members, partners holders of its Equity Interests or any class of directors directors, managers or managerssupervisors, as applicable, whether interested or disinterested, of the General Partner, any Obligor Issuer or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Note Document or the consummation of the transactions contemplated therebyTransactions, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement and (ii) those third party approvals or consents which, if not made or obtained, obtained would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Note Documents, (b) will not violate any applicable material provision of law or regulation or the charter, by-laws bylaws or other organizational documents Organizational Documents of the General Partner Issuer or any Obligor Restricted Subsidiary or any order of any Governmental Authority, (c) (i) will not violate or result in a default under any RBL Loan Document or (ii) will not violate or result in a default under indenture, agreement or other instrument evidencing Material Debt binding upon the General Partner, the Obligors Note Parties or any of their Properties, or give rise to a right thereunder to require any payment to be made by the General Partner Issuer or any Obligor such Restricted Subsidiary, and (d) will not result in the creation or imposition of any Lien on any Property of the General Partner or any Obligor (other than the Liens created by the Loan Documents)Note Parties.

Appears in 1 contract

Samples: Note Purchase Agreement (Sitio Royalties Corp.)

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders, members, partners shareholders or any class of directors or managersdirectors, whether interested or disinterested, or members of the General Partner, any Obligor Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement and (ii) those third party approvals or consents whichthat, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of the General Partner Borrower or any Obligor Subsidiary or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the General Partner, the Obligors Borrower or their any Subsidiary or its Properties, or give rise to a right thereunder to require any payment to be made by the General Partner Borrower or any Obligor such Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the General Partner Borrower or any Obligor Subsidiary (other than the Liens created by the Loan Documents).. 27

Appears in 1 contract

Samples: Credit Agreement (Gulfwest Energy Inc)

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders, members, partners shareholders or any class of directors or managersdirectors, whether interested or disinterested, of the General PartnerParent, any Obligor the Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments Documents as required by this Agreement and (iii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate any applicable law Applicable Law or regulation or the charter, by-laws or other organizational documents of the General Partner it or any Obligor of its Subsidiaries or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the General Partner, the Obligors it or their any of its Subsidiaries or its Properties, or give rise to a right thereunder to require any payment to be made by the General Partner it or any Obligor such Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the General Partner it or any Obligor of its Subsidiaries (other than the Liens created by the Loan Documents).

Appears in 1 contract

Samples: Multidraw Term Loan Agreement (Petroquest Energy Inc)

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