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, 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 and other than (i) the recording and filing of financing statements and the Security Instruments as required by this Agreement and such Security Instruments and (ii) those third party approvals or consents which could not reasonably be expected to have a Material Adverse Effect, (b) will not violate (i) any applicable law or regulation or any order of any Governmental Authority in each case in any material respect or (ii) the Organizational Documents of any Loan Party, (c) will not violate or result in a default under any material indenture, note, credit agreement or other similar instrument binding upon any Loan Party or its Properties, or give rise to a right thereunder to require any payment to be made by any Loan Party and (d) will not result in the creation or imposition of any Lien on any Property of any Loan Party (other than the Liens created by the Loan Documents).

Approvals; No Conflicts. The Transactions Transactions, the Contribution and the Distribution (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, 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 and other than (i) the recording and filing of financing statements and the Security Instruments as required by this Agreement and such Security Instruments and (ii) those third party approvals or consents which which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse EffectEffect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate (i) any applicable law or regulation or the charter, by-laws or other organizational documents of any Loan Party or any order of any Governmental Authority in each case in any material respect or (ii) the Organizational Documents of any Loan PartyAuthority, (c) will not violate or result in a default under any material indenture, note, credit agreement or other similar instrument binding upon any Loan Party or its Properties, or give rise to a right thereunder to require any payment to be made by any Loan Party and (d) will not result in the creation or imposition of any Lien on any Property of any Loan Party (other than the Liens created by the Loan DocumentsDocuments or permitted under Section 9.03).

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, 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 and other than (i) the recording and filing of financing statements and the Security Instruments as required by this Agreement and such Security Instruments and (ii) those third party approvals or consents which could not reasonably be expected to have a Material Adverse Effect, (b) will not violate (i) any applicable law or regulation or any order of any Governmental Authority in each case in any material respect or (ii) the Organizational Documents of any Loan Party, (c) will not violate or result in a default under any material indenture, note, credit agreement or other similar instrument binding upon any Loan Party Group Member or its Properties, or give rise to a right thereunder to require any payment to be made by any Loan Party Group Member and (d) will not result in the creation or imposition of any Lien on any Property of any Loan Party Group Member (other than the Liens created by the Loan Documents).

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, 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 and other than (i) the recording and filing of financing statements and the Security Instruments as required by this Agreement and such Security Instruments and (ii) those third party approvals or consents which which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse EffectEffect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate (i) any applicable law or regulation or the charter, by-laws or other organizational documents of any Loan Party or any order of any Governmental Authority in each case in any material respect or (ii) the Organizational Documents of any Loan PartyAuthority, (c) will not violate or result in a default under any material indenture, note, credit agreement or other similar instrument binding upon any Loan Party or its Properties, or give rise to a right thereunder to require any payment to be made by any such Loan Party and (d) will not result in the creation or imposition of any Lien on any Property of any Loan Party (other than the Liens created by the Loan Documents).

Approvals; No Conflicts. The Transactions execution, delivery and performance by Borrower of this Agreement and each other Loan Document executed or to be executed by it, and the execution, delivery and performance by each other Loan Party of each Loan Document executed or to be executed by such other Loan Party, (a) do not require any consent Governmental Approval or approval ofthird party approvals, registration or filing withexcept: (i) the Initial CCAA Order, or any (ii) such other action by, any Governmental Authority or any other third 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 consents as have been obtained or made and are in full force and effect and other than (i) the recording and filing of financing statements and the Security Instruments as required by this Agreement and such Security Instruments effect, and (iiiii) those third party approvals or consents which could not reasonably be expected filings necessary to have a Material Adverse Effectperfect Liens created under the Loan Documents, (b) will not violate (i) any applicable law Governmental Rule or regulation the Organic Documents of Borrower or any such other Loan Party or any order of any Governmental Authority in each case in any material respect or (ii) the Organizational Documents of any Loan PartyAuthority, (c) will not violate or result in a default under any material indenture, note, credit agreement or other similar instrument binding upon Borrower or any such Loan Party or its Propertiesassets, or give rise to a right thereunder to require any payment to be made by Borrower or any such other Loan Party Party, and (d) will not result in the creation or imposition of any Lien on any Property asset of Borrower or any such other Loan Party (other than the except Liens created by under the Loan Documents).

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, 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 and other than (i) the recording and filing of financing statements and the Security Instruments as required by this Agreement and such Security Instruments and Agreement, (ii) those third party approvals or consents which 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 and (iii) those third party authorizations, approvals or consents that are customarily obtained following closing, (b) will not violate (i) in any material respect, any applicable law or regulation or any order of any Governmental Authority in each case in any material respect or (ii) the Organizational Documents of any Loan Party, (c) will not violate or result in a default under any material indenture, note, credit agreement or other similar instrument binding upon any Loan Party or its Properties, or give rise to a right thereunder to require any payment to be made by any Loan Party and (d) will not result in the creation or imposition of any Lien on any Property of any Loan Party (other than the Liens created by the Loan Documents).

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, 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 and other than (i) the recording and filing of financing statements and the Security Instruments as required by this Agreement and such Security Instruments and (ii) those third party approvals or consents which which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse EffectEffect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate (i) any applicable law or regulation or the charter, by-laws or other organizational documents of any Loan Party or any order of any Governmental Authority in each case in any material respect or (ii) the Organizational Documents of any Loan PartyAuthority, (c) will not violate or result in a default under any material indenture, note, credit agreement or other similar instrument binding upon any Loan Party or its Properties, or give rise to a right thereunder to require any payment to be made by any Loan Party and (d) will not result in the creation or imposition of any Lien on any Property of any Loan Party (other than the Liens created by the Loan DocumentsExcepted Liens).

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, 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 and other than (i) the recording and filing of financing statements and the Security Instruments as required by this Agreement and such Security Instruments and (ii) those third party approvals or consents which which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse EffectEffect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate (i) any applicable law or regulation or the charter, by-laws or other Organizational Documents of any Loan Party or any order of any Governmental Authority in each case in any material respect or (ii) the Organizational Documents of any Loan PartyAuthority, (c) will not violate or result in a default under any material indenture, note, credit agreement or other similar instrument binding upon any Loan Party or its Properties, or give rise to a right thereunder to require any payment to be made by any Loan Party and (d) will not result in the creation or imposition of any Lien on any Property of any Loan Party (other than the Liens created by the Loan DocumentsExcepted Liens).

Approvals; No Conflicts. The Transactions execution, delivery and performance by the Loan Parties of the Loan Documents (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, 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 and other than (i) the recording and filing of financing statements and the Security Instruments as required to effect and maintain perfection of Liens granted by this Agreement and such Security Instruments and (ii) those third party approvals or consents which could not reasonably be expected to have a Material Adverse EffectAgreement, (b) will not violate (i) any applicable law or regulation or any order of any Governmental Authority in each case in Requirements (including the PATRIOT Act and OFAC) applicable to any material respect Loan Party, (c) will not violate the charter, by-laws or (ii) the Organizational Documents other organizational documents of any Loan Party, (cd) will not violate or result in a default under any material indenture, note, credit agreement or other similar instrument binding upon any Loan Party or its PropertiesParty, or give rise to a right thereunder to require any payment to be made by any such Loan Party and (de) will not result in the creation or imposition of any Lien on any Property of any Loan Party (other than the Liens created by the Loan Documents), except in each case referred to in clauses (a), (b), (d) or (e) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.

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, 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 and other than (i) the recording and filing of financing statements and the Security Instruments as required by this Agreement and such Security Instruments and (ii) those third party approvals or consents which which, if not made or obtained, would not cause an 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 (i) in any material respect, any applicable law or regulation or any order of any Governmental Authority in each case in any material respect or (ii) the Organizational Documents of any Loan Party, (c) will not violate or result in a default under any material indenture, note, credit agreement or other similar instrument binding upon any Loan Party or its Properties, or give rise to a right thereunder to require any payment to be made by any Loan Party and (d) will not result in the creation or imposition of any Lien on any Property of any Loan Party (other than the Liens created by the Loan Documents).

Approvals; No Conflicts. The Transactions and the Acquisition (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, 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 and other than (i) the recording and filing of financing statements and the Security Instruments as required by this Agreement and such Security Instruments and (ii) those third party approvals or consents which which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse EffectEffect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate (i) any applicable law or regulation or the charter, by-laws or other organizational documents of any Loan Party or any order of any Governmental Authority in each case in any material respect or (ii) the Organizational Documents of any Loan PartyAuthority, (c) will not violate or result in a default under any material indenture, note, credit agreement or other similar instrument binding upon any Loan Party or its Properties, or give rise to a right thereunder to require any payment to be made by any Loan Party and (d) will not result in the creation or imposition of any Lien on any Property of any Loan Party (other than the Liens created by the Loan DocumentsDocuments or permitted under Section 9.03).

Approvals; No Conflicts. The After giving effect to the Confirmation Order and the Plan of Reorganization, 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, 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 and other than (i) the recording and filing of financing statements and the Security Instruments as required by this Agreement and such Security Instruments and (ii) those third party approvals or consents which 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 (i) in any material respect, any applicable law or regulation or any order of any Governmental Authority in each case in any material respect or (ii) the Organizational Documents of any Loan Party, (c) will not violate or result in a default under any material indenture, note, credit agreement or other similar instrument binding upon any Loan Party or its Properties, or give rise to a right thereunder to require any payment to be made by any Loan Party and (d) will not result in the creation or imposition of any Lien on any Property of any Loan Party (other than the Liens created by the Loan Documents).

Approvals; No Conflicts. The Transactions (a) do not not, on the part of any Loan Party or any of its Subsidiaries, require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third 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 therebyAuthority, except such as have been obtained or made and are in full force and effect and other than (i) except for filings necessary to perfect Liens created pursuant to the recording and filing of financing statements and the Security Instruments as required by this Agreement and such Security Instruments and (ii) those third party approvals or consents which could not reasonably be expected to have a Material Adverse EffectLoan Documents, (b) will not violate (i) any Requirement of Law applicable law to any Loan Party or regulation any of its Subsidiaries or any order of any Governmental Authority in each case in any material respect or (ii) the Organizational Documents of any Loan PartyAuthority, (c) will not violate or result in a default under any material indenture, note, credit agreement or other similar instrument binding upon any Loan Party or its Propertiesunder, or give rise to a right thereunder to require any payment to be made by any Loan Party or any of its Subsidiaries under any material agreement which is binding upon any Loan Party or any of its Subsidiaries or its assets, and (d) will not result in the creation or imposition of any Lien on any Property asset of any Loan Party (other than the or any of its Subsidiaries, except Liens created by pursuant to the Loan Documents, except, solely in the case of clauses (a), (b) or (c) hereof, as would not reasonably be expected to result in a Material Adverse Effect.

Approvals; No Conflicts. The Transactions and the EP Acquisition (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, 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 and other than (i) the recording and filing of financing statements and the Security Instruments as required by this Agreement and such Security Instruments and (ii) those third party approvals or consents which which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse EffectEffect or do not have an adverse effect on the enforceability of the Loan Documents, (b) will not violate (i) any applicable law or regulation or the charter, by-laws or other organizational documents of any Loan Party or any order of any Governmental Authority in each case in any material respect or (ii) the Organizational Documents of any Loan PartyAuthority, (c) will not violate or result in a default under any material indenture, note, credit agreement or other similar instrument binding upon any Loan Party or its Properties, or give rise to a right thereunder to require any payment to be made by any Loan Party and (d) will not result in the creation or imposition of any Lien on any Property of any Loan Party (other than the Liens created by the Loan DocumentsDocuments or permitted under Section 9.03).

Approvals; No Conflicts. The Transactions After giving effect to the Confirmation Order and the Plan of Reorganization the execution, delivery and performance by the Loan Parties of the Loan Documents (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, 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 and other than (i) the recording and filing of financing statements and the Security Instruments as required to effect and maintain perfection of Liens granted by this Agreement and such Security Instruments and (ii) those third party approvals or consents which could not reasonably be expected to have a Material Adverse EffectAgreement, (b) will not violate (i) any applicable law or regulation or any order of any Governmental Authority in each case in Requirements (including the PATRIOT Act and OFAC) applicable to any material respect Loan Party, (c) will not violate the charter, by-laws or (ii) the Organizational Documents other organizational documents of any Loan Party, (cd) will not violate or result in a default under any material indenture, note, credit agreement or other similar instrument binding upon any Loan Party or its PropertiesParty, or give rise to a right thereunder to require any payment to be made by any such Loan Party and (de) will not result in the creation or imposition of any Lien on any Property of any Loan Party (other than the Liens created by the Loan Documents), except in each case referred to in clauses (a), (b), (d) or (e) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.