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 or any class of directors, whether interested or disinterested, of 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, regulations, by-laws or other organizational documents of the Borrower or any 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 Borrower or any Subsidiary or its Properties, or give rise to a right thereunder to require any payment to be made by the Borrower or such Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the Borrower or the Subsidiary (other than the Liens created by the Loan Documents).
Appears in 2 contracts
Samples: Credit Agreement (Ellora Energy Inc), Credit Agreement (Ellora 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 or any class of directors, whether interested or disinterested, of the Parent, 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 (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, regulations, by-laws or other organizational documents of the Borrower it or any Subsidiary 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 Borrower it or any Subsidiary of its Subsidiaries or its Properties, or give rise to a right thereunder to require any payment to be made by the Borrower it or such Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the Borrower it or the Subsidiary any of its Subsidiaries (other than the Liens created by the Loan Documents).
Appears in 2 contracts
Samples: Term Loan Agreement (Petroquest Energy Inc), Term Loan Agreement (Petroquest 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 holders of its Equity Interests or any class of directors, managers or supervisors, as applicable, whether interested or disinterested, of 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 (i) such as have been obtained obtained, taken, given 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 effect, (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected recordings and filings necessary to have a Material Adverse Effect or do not have an adverse effect on perfect the enforceability of Liens created pursuant to the Loan Documents, and (iii) filings made or to be made in the ordinary course of business, (b) will not (i) violate any applicable law Governmental Requirement or regulation or the charter, regulations, by-laws or other organizational documents (ii) violate any Organizational Documents of the Borrower or any Subsidiary Guarantor or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument evidencing Material Indebtedness or any Material Farmout Agreement or Material Operating Agreement binding upon the Borrower or any Subsidiary Guarantor or its Properties, or give rise to a right thereunder to require any payment to be made by the Borrower or such Subsidiary any Guarantor, and (d) will not result in the creation or imposition of any Lien on any Property of the Borrower or the Subsidiary any Guarantor (other than the Liens created by the Loan Documents).
Appears in 2 contracts
Samples: Master Assignment, Agreement and Amendment No. 9 to Credit Agreement (Jones Energy, Inc.), Credit Agreement (Jones 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 or any class of directors, whether interested or disinterested, of 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, regulations, by-laws or other organizational documents of the Borrower or any Subsidiary or any order of any Governmental Authority, (c) will not violate or result in a default under any material indenture, agreement or other instrument binding upon the Borrower or any Subsidiary or its Properties, or give rise to a right thereunder to require any payment to be made by the Borrower or such Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the Borrower or the any Subsidiary (other than the Liens created by the Loan Documents).
Appears in 2 contracts
Samples: Second Lien Credit Agreement (Kodiak Oil & Gas Corp), Credit Agreement (Kodiak Oil & Gas 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 or any class of directors, whether interested or disinterested, of the Borrower Company 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 thereby, except such as have been obtained or made and are in full force and effect effect, other than (i) the recording and filing of the Security Instruments Documents as required by this Agreement and the Indenture, (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 DocumentsNote Documents and (iii) the filing of any document with the Commission, (b) will do not violate any applicable law or regulation in any material respect or the charter, regulations, by-laws or other organizational documents of the Borrower Company, except any such violation that has been waived prior to the Closing Date, or any the Subsidiary Guarantor or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, material agreement or other instrument binding upon the Borrower Company or any the Subsidiary Guarantor or its Properties, or give rise to a right thereunder to require any payment to be made by the Borrower Company or such the Subsidiary Guarantor and (d) will not result in the creation or imposition of any Lien on any Property of the Borrower Company or the Subsidiary Guarantor (other than the Liens created by the Loan Note Documents).
Appears in 2 contracts
Samples: Note Purchase Agreement (Goodrich Petroleum Corp), Note Purchase and Exchange Agreement (Anchorage Capital Group, L.L.C.)
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 or any class of directors, whether interested or disinterested, or members of 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 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, regulations, by-laws or other organizational documents of the Borrower or any 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 Borrower or any Subsidiary or its Properties, or give rise to a right thereunder to require any payment to be made by the Borrower or such Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the Borrower or the any Subsidiary (other than the Liens created by the Loan Documents).. 27
Appears in 1 contract
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 holders of its Equity Interests or any class of directors, managers or supervisors, as applicable, whether interested or disinterested, of the Parent Guarantor, 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 and financing statements 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 DocumentsAgreement, (b) will not violate any applicable law or regulation or the charter, regulationsbylaws, by-laws limited liability company agreements or other organizational documents of the Parent Guarantor, the Borrower or any Restricted Subsidiary 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 Parent Guarantor, the Borrower or any Subsidiary Restricted Subsidiaries or its their Properties, or give rise to a right thereunder to require any payment to be made by the Parent Guarantor, the Borrower or such Subsidiary any Restricted Subsidiaries and (d) will not result in the creation or imposition of any Lien on any Property of the Parent Guarantor, the Borrower or the Subsidiary any Restricted Subsidiaries (other than the Liens created by the Loan Documents).Documents).82
Appears in 1 contract
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 or any class of directors, whether interested or disinterested, of 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 DocumentsAgreement, (b) will not violate any applicable law or regulation or the charter, regulations, by-laws or other organizational documents of the Borrower or any 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 Borrower or any Subsidiary or its Properties, or give rise to a right thereunder to require any payment to be made by the Borrower or such Subsidiary and Subsidiary, (d) will not result in the creation or imposition of any Lien on any Property of the Borrower or the any Subsidiary (other than the Liens created by the Loan Documents)) and (e) do not and will not result in any default, non-compliance, suspension, revocation, impairment, forfeiture or nonrenewal of any material permit, license, authorization or approval applicable to its operations or any of its Properties.
Appears in 1 contract
Samples: Credit Agreement (Gexa 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 or any class of directors, whether interested or disinterested, of the Parent, 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, regulations, by-laws or other organizational documents of the Borrower it or any Subsidiary 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 Borrower it or any Subsidiary of its Subsidiaries or its Properties, or give rise to a right thereunder to require any payment to be made by the Borrower it or such Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the Borrower it or the Subsidiary any of its Subsidiaries (other than the Liens created by the Loan Documents).
Appears in 1 contract
Approvals; No Conflicts. The Transactions (a) i. 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 of the Borrower, members, shareholder or any class of directors, whether interested or disinterested, of 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) 1. the recording and filing of the Security Instruments as required by this Agreement and (ii) 2. 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) ii. will not violate any applicable law or regulation or the charter, regulations, by-laws organizational or other organizational formation documents of the Parent, the Borrower or any Subsidiary or any order of any Governmental Authority, (c) iii. will not violate or result in a default under any indenture, agreement or other instrument binding upon the Parent, Borrower or any Subsidiary or its Properties, or give rise to a right thereunder to require any payment to be made by the Parent, Borrower or such Subsidiary and (d) iv. will not result in the creation or imposition of any Lien on any Property of the Parent, Borrower or the any Subsidiary (other than the Liens created by the Loan Documents).
Appears in 1 contract
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 or any class of directors, whether interested or disinterested, of the Parent, 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, regulations, by-laws or other organizational documents of the Borrower it or any Subsidiary 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 Borrower it or any Subsidiary of its Subsidiaries or its Properties, or give rise to a right thereunder to require any payment to be made by the Borrower it or such Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the Borrower it or the Subsidiary any of its Subsidiaries (other than the Liens created by the Loan Documents).
Appears in 1 contract
Samples: Multidraw Term Loan Agreement (Petroquest 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 holders of its Equity Interests or any class of directors, managers or supervisors, as applicable, whether interested or disinterested, of the Parent Guarantor, 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 and financing statements 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 DocumentsAgreement, (b) will not violate any applicable law or regulation or the charter, regulationsbylaws, by-laws limited liability company agreements or other organizational documents of the Parent Guarantor, the Borrower or any Restricted Subsidiary 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 Parent Guarantor, the Borrower or any Subsidiary Restricted Subsidiaries or its their Properties, or give rise to a right thereunder to require any payment to be made by the Parent Guarantor, the Borrower or such Subsidiary any Restricted Subsidiaries and (d) will not result in the creation or imposition of any Lien on any Property of the Parent Guarantor, the Borrower or the Subsidiary any Restricted Subsidiaries (other than the Liens created by the Loan Documents).β
Appears in 1 contract
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 or any class of directors, whether interested or disinterested, of the any 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, regulations, by-laws or other organizational documents of the any Borrower or any 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 any Borrower or any Subsidiary or its Properties, or give rise to a right thereunder to require any payment to be made by the such Borrower or such Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the any Borrower or the any Subsidiary (other than the Liens created by the Loan Documents).
Appears in 1 contract
Samples: Credit Agreement (Ellora Energy Inc)