Licenses, Permits and Governmental Approvals. Except as set forth on Schedule 2.14, (a) each of the Partnership Entities has all material consents, licenses, permits, certificates, franchises, authorizations and approvals issued or granted to any such Partnership Entity by, and has made all material registrations and filings with, any Governmental Authority as are necessary for the conduct of its business as currently conducted (each a "LICENSE" and, collectively, the "LICENSES"); (b) each License has been issued to, and duly obtained and fully paid for by, the holder thereof and is valid, in full force and effect, except where such invalidity or failure to be in full force and effect would not have a Material Adverse Effect, and (c) none of such Licenses will terminate or become terminable as a result of the transactions contemplated by this Agreement or the Transaction Documents. Notwithstanding anything to the contrary in this Section 2.14, the representations and warranties in this Section 2.14 shall not apply to (x) any right to Intellectual Property (which shall be subject to the representations in Section 2.13) or (y) any License required under applicable Environmental Law (which shall be subject to the representations in Section 2.21(a)(v)).
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Samples: Purchase Agreement (Williams Companies Inc), Purchase Agreement (Williams Companies Inc)
Licenses, Permits and Governmental Approvals. Except as set forth on Schedule 2.14, (a) each of the Partnership Entities has all material consents, licenses, permits, certificates, franchises, authorizations and approvals issued or granted to any such Partnership Entity by, and has made all material registrations and filings with, any Governmental Authority as are necessary for the conduct of its business as currently conducted (each a "LICENSE" “License” and, collectively, the "LICENSES"“Licenses”); (b) each License has been issued to, and duly obtained and fully paid for by, the holder thereof and is valid, in full force and effect, except where such invalidity or failure to be in full force and effect would not have a Material Adverse Effect, and (c) none of such Licenses will terminate or become terminable as a result of the transactions contemplated by this Agreement or the Transaction Documents. Notwithstanding anything to the contrary in this Section 2.14, the representations and warranties in this Section 2.14 shall not apply to (x) any right to Intellectual Property (which shall be subject to the representations in Section 2.13) or (y) any License required under applicable Environmental Law (which shall be subject to the representations in Section 2.21(a)(v)).
Appears in 1 contract
Samples: Purchase Agreement (Magellan Midstream Holdings Lp)
Licenses, Permits and Governmental Approvals. Except as set forth on Schedule 2.142.11 hereto, (a) the Company and each of the Partnership Entities Company Subsidiary has all material consents, licenses, permits, certificates, franchises, authorizations and approvals issued or granted to any such Partnership Entity of them by, and has made all material registrations and filings with, any Governmental Authority Entity as are necessary for the conduct of its business their respective businesses as currently conducted (each a "LICENSELicense" and, collectively, the "LICENSESLicenses"); (b) each License has been issued to, and duly obtained and fully paid for by, the holder thereof and is valid, in full force and effect, except where such invalidity or failure to be in full force and effect would not have a Material Adverse Effect, ; and (c) subject to the receipt of all consents listed on Schedule 2.5 hereto, none of such Licenses will terminate or become terminable as a result of the transactions contemplated by this Agreement or the Transaction DocumentsAgreement. Notwithstanding anything to the contrary in this Section 2.142.11, the representations and warranties in this Section 2.14 2.11 shall not apply to (x) any right to Intellectual Property (which shall be subject to the representations in Section 2.132.10 hereof) or (y) any License required under applicable Environmental Law (which shall be subject to the representations in Section 2.21(a)(v)2.18 hereof).
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Samples: Stock Purchase Agreement (Basic Energy Services Inc)