Consents, Approvals, Authorizations and Governmental Regulations. (a) Except for the Post-Closing Consents, no order, consent, waiver, permission, authorization or approval of, or exemption by, or the giving of notice to or the registration or filing with any Third Person, is necessary for HOLDINGS, MIDSTREAM or GP to execute, deliver and perform this Agreement or for HOLDINGS, MIDSTREAM or GP to execute, deliver and perform the other Transaction Documents to which it is a party. (b) Except for the Post-Closing Consents, (i) all material Permits of all Governmental Authorities required or necessary for the Entities and their Subsidiaries to own and operate the Assets in the places and in the manner currently owned or operated, have been obtained, and are in full force and effect, (ii) HOLDINGS and its Affiliates have received no written notification concerning, and there are no violations that are in existence with respect to the Permits and (iii) no Proceeding is pending or threatened with respect to the revocation or limitation of any of the Permits. Notwithstanding anything herein to the contrary, the provisions of this Section 4.4(b) shall not relate to or cover any matter relating to or arising out of any Environmental Laws (an “Environmental Matter”), which shall be governed by Section 4.14.
Appears in 2 contracts
Samples: Contribution Agreement, Contribution Agreement (DCP Midstream Partners, LP)
Consents, Approvals, Authorizations and Governmental Regulations. (a) Except (i) for the Post-Closing Consents, and (ii) as set forth in Schedule 4.4 (the items described in clause (ii) referred to as the “HOLDINGS’ Required Consents”); no order, consent, waiver, permission, authorization or approval of, or exemption by, or the giving of notice to or the registration or filing with any Third Person, is necessary for HOLDINGS, HOLDINGS and MIDSTREAM or GP to execute, deliver and perform this Agreement or for HOLDINGS, HOLDINGS and MIDSTREAM or GP to execute, deliver and perform the other Transaction Documents to which it is a party.
(b) Except for the Post-Closing Consentsas set forth in Schedule 4.4, (i) ), all material Permits permits, licenses, certificates, orders, approvals, authorizations, grants, consents, concessions, warrants, franchises and similar rights and privileges, of all Governmental Authorities required or necessary for the Entities and their Subsidiaries to own and operate the its Assets in the places and in the manner currently owned or operated, have been obtained, and are in full force and effect, (ii) HOLDINGS and its Affiliates have received no written notification concerning, and there are no violations that are in existence with respect to the Permits and (iii) no Proceeding is pending or threatened with respect to the revocation or limitation of any of the Permitspermits. Notwithstanding anything herein to the contrary, the provisions of this Section 4.4(b) shall not relate to or cover any matter relating to or arising out of any Environmental Laws (an “Environmental Matter”), which shall be governed by Section 4.14.
Appears in 1 contract
Samples: Contribution Agreement (DCP Midstream Partners, LP)
Consents, Approvals, Authorizations and Governmental Regulations. (a) Except for the Post-Closing Consents, no order, consent, waiver, permission, authorization or approval of, or exemption by, or the giving of notice to or the registration or filing with any Third Person, is necessary for HOLDINGS, MIDSTREAM or GP to execute, deliver and perform this Agreement or for HOLDINGS, MIDSTREAM or GP to execute, deliver and perform the other Transaction Documents to which it is a party.. 19
(b) Except for the Post-Closing Consents, (i) all material Permits of all Governmental Authorities required or necessary for the Entities and their Subsidiaries to own and operate the Assets in the places and in the manner currently owned or operated, have been obtained, and are in full force and effect, (ii) HOLDINGS and its Affiliates have received no written notification concerning, and there are no violations that are in existence with respect to the Permits and (iii) no Proceeding is pending or threatened with respect to the revocation or limitation of any of the Permits. Notwithstanding anything herein to the contrary, the provisions of this Section 4.4(b) shall not relate to or cover any matter relating to or arising out of any Environmental Laws (an “Environmental Matter”), which shall be governed by Section 4.14.. 4.5
Appears in 1 contract
Samples: Contribution Agreement