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 the members or any class of directors of the Borrower or any other Person, whether interested or disinterested), 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 or made and are in full force and effect, (ii) the filings and recordings necessary to perfect the Liens created hereby and by the Security Instruments, (iii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder or could not reasonably be expected to have a Material Adverse Effect and (iv) the filing of any required documents with the SEC, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of the Borrower or any of its Subsidiaries or any order of any Governmental Authority (except for such violations that would not reasonably be expected to have a Material Adverse Effect), (c) will not violate or result in a default under any indenture, agreement or other instrument evidencing Material Indebtedness binding upon the Borrower or any Guarantor or their Properties, or give rise to a right thereunder to require any payment to be made by the Borrower or such Guarantor and (d) will not result in the creation or imposition of any Lien on any Property of the Borrower or any of its Subsidiaries (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 (including the members shareholders or any class of directors directors, whether interested or disinterested, of Holdings, the Borrower or any other Person, whether interested or disinterested), 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 transactions contemplated thereby, except (i) 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 as required by this Agreement and (ii) the filings and recordings necessary to perfect the Liens created hereby and by the Security Instruments, (iii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder or Event of Default hereunder, could not reasonably be expected to have a Material Adverse Effect and (iv) or do not have an adverse effect on the filing enforceability of any required documents with the SECLoan Documents, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of Holdings, the Borrower or any of its Subsidiaries Restricted Subsidiary or any order of any Governmental Authority (except for such violations that would not reasonably be expected to have a Material Adverse Effect)Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument evidencing Material Indebtedness binding upon Holdings, the Borrower or any Guarantor Restricted Subsidiary or their its Properties, or give rise to a right thereunder to require any payment to be made by Holdings, the Borrower or such Guarantor Restricted Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of Holdings, the Borrower or any of its Subsidiaries Subsidiary (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 (including the members shareholders or any class of directors directors, whether interested or disinterested, of the Borrower or any other Person, whether interested or disinterested), 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 transactions contemplated thereby, except (i) such as have been obtained or made and are in full force and effecteffect other than (i) the recording and filing of the Security Instruments as required by this Agreement, (ii) the filings consents of landlords of leaseholds to be mortgaged pursuant to Section 8.16 and recordings necessary to perfect the Liens created hereby and by the Security Instruments, (iii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder or hereunder, could not reasonably be expected to have a Material Adverse Effect and (iv) or do not have an adverse effect on the filing enforceability of any required documents with the SECLoan Documents, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents any Organization Documents of the Borrower or any of its Subsidiaries Subsidiary, or any order of any Governmental Authority (except for such violations that would not reasonably be expected to have a Material Adverse Effect)Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument evidencing Material Indebtedness binding upon the Borrower or any Guarantor Subsidiary, or their its Properties, or give rise to a right thereunder to require any payment to be made by the Borrower or such Guarantor Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the Borrower or any of its Subsidiaries Subsidiary (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 (including the members shareholders or any class of directors directors, whether interested or disinterested, of the each Borrower or any other Person, whether interested or disinterested), 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 transactions contemplated thereby, except (i) 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 as required by this Agreement and (ii) the filings and recordings necessary to perfect the Liens created hereby and by the Security Instruments, (iii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder or hereunder, could not reasonably be expected to have a Material Adverse Effect and (iv) or do not have an adverse effect on the filing enforceability of any required documents with the SECLoan Documents, (b) will not violate any applicable law or regulation or the charter, regulations, by-laws or other organizational documents of the Borrower Borrowers or any Subsidiary of its Subsidiaries the Borrowers, (c) will not violate, in any material respect, any applicable law, regulation or any order of any Governmental Authority (except for such violations that would not reasonably be expected to have a Material Adverse Effect)Authority, (cd) will not violate or result in a default under any indenture, agreement or other instrument evidencing Material Indebtedness binding upon the Borrower Borrowers or any Guarantor Subsidiary or their its Properties, or give rise to a right thereunder to require any payment to be made by the Borrower Borrowers or such Guarantor Subsidiary and (de) will not result in the creation or imposition of any Lien on any Property of the Borrower Borrowers or any of its Subsidiaries Subsidiary (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 (including the members or any class of directors of the Borrower or any other Person, whether interested or disinterested), 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 or made and are in full force and effect, (ii) the filings and recordings necessary to perfect the Liens created hereby and by the Security Instruments, (iii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder or could not reasonably be expected to have a Material Adverse Effect and (iv) the filing of any required documents with the SEC, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of the Borrower or any of its Subsidiaries or any order of any Governmental Authority (except for such violations that would not reasonably be expected to have a Material Adverse Effect), (c) will not violate or result in a default under any indenture, agreement or other instrument evidencing Material Indebtedness binding upon the Borrower or any Guarantor or their Properties, or give rise to a right thereunder to require any payment to be made by the Borrower or such Guarantor Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the Borrower or any of its Subsidiaries (other than the Liens created by the Loan Documents).

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 the members shareholders or any class of directors directors, whether interested or disinterested, of the Borrower or any other Person, whether interested or disinterested), 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 transactions contemplated thereby, except (i) 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 as required by the Credit Agreement and (ii) the filings and recordings necessary to perfect the Liens created hereby and by the Security Instruments, (iii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder or could hereunder, would not reasonably be expected to have a Material Adverse Effect and (iv) or do not have an adverse effect on the filing enforceability of any required documents with the SECLoan Documents, (b) will not violate any applicable law or regulation or the charter, by-laws bylaws or other organizational documents of the Borrower or any of its Subsidiaries Restricted Subsidiary or any order of any Governmental Authority (except for such violations that would not reasonably be expected to have a Material Adverse Effect)Authority, (c) will not violate or result in a default under any indenture, material agreement or other material instrument evidencing Material Indebtedness binding upon the Borrower or any Guarantor Restricted Subsidiary or any of their Properties, or give rise to a right thereunder to require any payment to be made by the Borrower or such Guarantor Restricted Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the Borrower or any of its Subsidiaries Restricted Subsidiary (other than the Liens created by the Loan Documents).

Approvals; No Conflicts. The Transactions execution, delivery and performance by the Loan Parties of the Loan Documents to which such Loan Parties are a party (a) do not require any material consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including the members or any class of directors of the Borrower or any other Person, whether interested or disinterested), 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 or made and are in full force and effecteffect as of the Effective Date, (ii) the filings and recordings registrations of charges necessary to perfect the Liens created hereby under the Loan Documents and by the Security Instrumentsto release existing Liens (if any), and (iii) those third party approvals consents, approvals, registrations, filings or consents whichother actions, if not made the failure of which to obtain or obtained, make would not cause a Default hereunder or could not reasonably be expected to have result in a Material Adverse Effect and (iv) the filing of any required documents with the SECEffect, (b) will not violate any Organizational Document of any Loan Party, (c) will not violate any Requirement of Law applicable law or regulation or the charter, by-laws or other organizational documents of to the Borrower or any of its Subsidiaries or any order of any Governmental Authority (except for such violations that would not reasonably be expected to have a Material Adverse Effect)Restricted Subsidiary, (cd) will not violate or result in a default under any indenture, agreement or other instrument evidencing in each case constituting Material Indebtedness binding upon the Borrower or any Guarantor Restricted Subsidiary or their Propertiesrespective assets, or give rise to a right thereunder to require any payment to be made by the Borrower or such Guarantor and (d) will not any Restricted Subsidiary or give rise to a right of, or result in the creation in, termination, cancelation or imposition acceleration of any Lien on any Property obligation thereunder as of the Borrower or any of its Subsidiaries (other than the Liens created by the Loan Documents).Effective Date, and

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 the members shareholders or any class of directors directors, whether interested or disinterested, of the Borrower or any other Person, whether interested or disinterested), 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 transactions contemplated thereby, except (i) such as have been obtained or made and are in full force and effecteffect other than (i) the recording and filing of the Security Instruments as required by this Agreement, (ii) the filings and recordings necessary to perfect the Liens created hereby and by the Security Instruments, (iii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder or 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 (iviii) the filing of any required documents document with the SEC, (b) will do not violate any applicable law or regulation in any material respect or the charter, by-laws or other organizational documents of the Parent Guarantor or the Borrower or any of its Subsidiaries or any order of any Governmental Authority (except for such violations that would not reasonably be expected to have a Material Adverse Effect)Authority, (c) will not violate or result in a default under any indenture, material agreement or other instrument evidencing Material Indebtedness binding upon the Parent Guarantor or the Borrower or any Guarantor or their its Properties, or give rise to a right thereunder to require any payment to be made by the Parent Guarantor or the Borrower or such Guarantor and (d) will not result in the creation or imposition of any Lien on any Property of the Parent Guarantor or the Borrower or any of its Subsidiaries (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 (including the shareholders, members or any class of directors directors, whether CHAPARRAL ENERGY, L.L.C. CREDIT AGREEMENT interested or disinterested, of the Borrower any Credit Party or any other Person, whether interested or disinterested), 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 transactions contemplated thereby, except (i) 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 as required by this Agreement and (ii) the filings and recordings necessary to perfect the Liens created hereby and by the Security Instruments, (iii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder or hereunder, could not reasonably be expected to have a Material Adverse Effect and (iv) or do not have an adverse effect on the filing enforceability of any required documents with the SECLoan Documents, (b) will not violate any applicable law or regulation or the charter, regulations, by-laws or other organizational documents of the Borrower any Credit Party or any of its Subsidiaries other Person or any order of any Governmental Authority (except for such violations that would not reasonably be expected to have a Material Adverse Effect)Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument evidencing Material Indebtedness binding upon the Borrower any Credit Party or any Guarantor other Person or their Propertiesits Properties (including, without limitation, any Permitted Bond Document), or give rise to a right thereunder to require any payment to be made by the Borrower such Credit Party or such Guarantor other Person and (d) will not result in the creation or imposition of any Lien on any Property of the Borrower any Credit Party or any of its Subsidiaries other Person (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 (including the members shareholders or any class of directors directors, whether interested or disinterested, of the Borrower or any other Person, whether interested or disinterested), 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 transactions contemplated thereby, except (i) 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 as required by this Agreement and (ii) the filings and recordings necessary to perfect the Liens created hereby and by the Security Instruments, (iii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder or could hereunder, would not reasonably be expected to have a Material Adverse Effect and (iv) or do not have an adverse effect on the filing enforceability of any required documents with the SECLoan Documents, (b) will not violate any applicable law or regulation or the charter, by-laws bylaws or other organizational documents of the Borrower or any of its Subsidiaries Restricted Subsidiary or any order of any Governmental Authority (except for such violations that would not reasonably be expected to have a Material Adverse Effect)Authority, (c) will not violate or result in a default under any indenture, material agreement or other material instrument evidencing Material Indebtedness binding upon the Borrower or any Guarantor Restricted Subsidiary or any of their Properties, or give rise to a right thereunder to require any payment to be made by the Borrower or such Guarantor Restricted Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the Borrower or any of its Subsidiaries Restricted Subsidiary (other than the Liens created by the Loan Documents).

Approvals; No Conflicts. The Transactions execution, delivery and performance by the Borrower and the other Credit Parties of this First Amendment and the other Loan Documents (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority (including the Bankruptcy Court) or any other third Person (including the members shareholders or any class of directors directors, whether interested or disinterested, of the Borrower or any other Person, whether interested or disinterested), 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 transactions contemplated thereby, except (i) such as have been obtained or made and are in full force and effect, (ii) the filings and recordings necessary to perfect the Liens created hereby and by the Security Instruments, (iii) effect other than those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder or could under the Amended Credit Agreement, would not reasonably be expected to have a Material Adverse Effect and (iv) or do not have an adverse effect on the filing enforceability of any required documents with the SECLoan Documents, (b) will not violate any applicable law or regulation or the charter, by-laws bylaws or other organizational documents of the Borrower or any of its Subsidiaries Restricted Subsidiary or any order of any Governmental Authority (except for such violations that would not reasonably be expected to have a Material Adverse Effectincluding the DIP Order), (c) will not violate or result in a default under any indenture, material agreement or other material instrument evidencing Material Indebtedness binding upon the Borrower or any Guarantor Restricted Subsidiary or any of their Properties, or give rise to a right thereunder to require any payment to be made by the Borrower or such Guarantor Restricted Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the Borrower or any of its Subsidiaries Restricted Subsidiary (other than the Liens created by the Loan Documents).