Common use of No Burdensome Restrictions; No Defaults Clause in Contracts

No Burdensome Restrictions; No Defaults. (a) No Loan Party nor any of its Subsidiaries or Eligible Joint Ventures (i) is a party to any Contractual Obligation the compliance with which would have a Material Adverse Effect or the performance of which by any thereof, either unconditionally or upon the happening of an event, will result in the creation of a Lien on the property or assets of any such Loan Party or its Subsidiaries, or (ii) is subject to any charter or corporate restriction which has a Material Adverse Effect. (b) No Loan Party or Subsidiary or Eligible Joint Venture of any Loan Party is in default under or with respect to any Contractual Obligation owed by it and, to the knowledge of the Borrower, no other party is in default under or with respect to any Contractual Obligation owed to any Loan Party or to any Subsidiary or Eligible Joint Venture of a Loan Party, other than those defaults which in the aggregate have no Material Adverse Effect. (c) No Event of Default or Default has occurred and is continuing. (d) There is no Requirement of Law the compliance with which by any Loan Party would have a Material Adverse Effect. (e) As of the date hereof, no Subsidiary or Eligible Joint Venture of the Borrower is subject to any Contractual Obligation (other than as set forth in the governing documents thereof) restricting or limiting its ability to transfer its assets to the Borrower or to declare or make any dividend payment or other distribution on account of any shares of any class of its Stock or its ability to purchase, redeem, or otherwise acquire for value or make any payment in respect of any such shares or any shareholder rights.

No Burdensome Restrictions; No Defaults. (a) No Loan Party nor or Subsidiary of any of its Subsidiaries or Eligible Joint Ventures Loan Party (i) is a party to any Contractual Obligation the compliance with which would have a Material Adverse Effect or the performance of which by any thereof, either unconditionally or upon the happening of an event, will result in the creation of a Lien (other than a Lien granted pursuant to the Loan Documents and Permitted Liens) on the property or assets of any such Loan Party or its Subsidiariesthereof, or (ii) is subject to any charter or corporate restriction which has a Material Adverse Effect. (b) No Loan Party or Subsidiary or Eligible Joint Venture of any Loan Party is in default under or with respect to any Contractual Obligation owed by it and, to the knowledge of the Borrower, no other party is in default under or with respect to any Contractual Obligation owed to any Loan Party or to any Subsidiary or Eligible Joint Venture of a Loan Party, other than those defaults which in the aggregate have no Material Adverse Effect. (c) No Event of Default or Default has occurred and is continuing. (d) There is no Requirement of Law the compliance with which by any Loan Party would have a Material Adverse Effect. (e) As of the date hereof, no No Subsidiary or Eligible Joint Venture of the Borrower is subject to any Contractual Obligation (other than as set forth in the governing documents thereof) restricting or limiting its ability to transfer its assets to the Borrower or to declare or make any dividend payment or other distribution on account of any shares of any class of its Stock or its ability to purchase, redeem, or otherwise acquire for value or make any payment in respect of any such shares or any shareholder rights.

No Burdensome Restrictions; No Defaults. (a) No Loan Party nor any of its Subsidiaries or Eligible Joint Ventures (i) is a party to any Contractual Obligation the compliance with which would have a Material Adverse Effect or the performance of which by any thereof, either unconditionally or upon the happening of an event, will result in the creation of a Lien on the property or assets of any such Loan Party or its Subsidiaries, or (ii) is subject to any charter or corporate restriction which has a Material Adverse Effect. (b) No Loan Party or Subsidiary or Eligible Joint Venture of any Loan Party is in default under or with respect to any Contractual Obligation owed by it and, to the knowledge of the Borrower, no other party is in default under or with respect to any Contractual Obligation owed to any Loan Party or to any Subsidiary or Eligible Joint Venture of a Loan Party, other than those defaults which in the aggregate have no Material Adverse Effect. (c) No Event of Default or Default has occurred and is continuing. (d) There is no Requirement of Law the compliance with which by any Loan Party would have a Material Adverse Effect. (e) As of the date hereofClosing Date, no Subsidiary of Sunstone or Eligible Joint Venture of the Borrower (other than single-asset or bankruptcy remote entities) is subject to any Contractual Obligation (other than as set forth in the governing documents thereof) restricting or limiting its ability to transfer its assets to Sunstone or the Borrower (as applicable) or to declare or make any dividend payment or other distribution on account of any shares of any class of its Stock or its ability to purchase, redeem, or otherwise acquire for value or make any payment in respect of any such shares or any shareholder rights.

No Burdensome Restrictions; No Defaults. (a) No Loan Party nor any of its Subsidiaries or Eligible Joint Ventures (i) is a party to any Contractual Obligation the compliance with which would have a Material Adverse Effect or the performance of which by any thereof, either unconditionally or upon the happening of an event, will result in the creation of a Lien on the property or assets of any such Loan Party or its Subsidiaries, or (ii) is subject to any charter or corporate restriction which has a Material Adverse Effect.or (b) No Loan Party or Subsidiary or Eligible Joint Venture of any Loan Party is in default under or with respect to any Contractual Obligation owed by it and, to the knowledge of the Borrower, no other party is in default under or with respect to any Contractual Obligation owed to any Loan Party or to any Subsidiary or Eligible Joint Venture of a Loan Party, other than those defaults which in the aggregate have no Material Adverse Effect. (c) No Event of Default or Default has occurred and is continuingcontinuing hereunder or with respect to any other Loan Document, the Operating Leases or any Indebtedness of the Borrower or any other Loan Party. (d) There is no Requirement of Law the compliance with which by any Loan Party would have a Material Adverse Effect. (e) As of the date hereof, no Subsidiary or Eligible Joint Venture of the Borrower or any Loan Party is subject to any Contractual Obligation (other than as set forth in the governing documents thereof) restricting or limiting its ability to transfer its assets to the Borrower or to any Loan Party or to declare or make any dividend payment or other distribution on account of any shares of any class of its Stock or its ability to purchase, redeem, or otherwise acquire for value or make any payment in respect of any such shares or any shareholder rights.

No Burdensome Restrictions; No Defaults. (a) No Loan Credit Party nor any of its Subsidiaries or Eligible Joint Ventures (i) is a party to any Contractual Obligation the compliance with which would have a Material Adverse Effect or the performance of which by any thereof, either unconditionally or upon the happening of an event, will result in the creation of a Lien (excluding Permitted Liens) on the property or assets Assets of any such Loan Credit Party or its Subsidiaries, or (ii) is subject to any charter or corporate restriction which has a Material Adverse Effect. (b) No Loan Credit Party or Subsidiary or Eligible Joint Venture of any Loan Credit Party is in default under or with respect to any Contractual Obligation owed by it and, to the knowledge of the BorrowerBorrowers, no other party is in default under or with respect to any Contractual Obligation owed to any Loan Credit Party or to any Subsidiary or Eligible Joint Venture of a Loan Credit Party, other than those defaults which in the aggregate have have, and will have, no Material Adverse Effect. (c) No Event of Default or Default has occurred and is continuing. (d) There is no Requirement of Law the compliance with which by any Loan Credit Party or any Credit Party Subsidiary would have a Material Adverse Effect. (ed) As of the date hereof, no Credit Party and no Subsidiary or Eligible Joint Venture of the Borrower any Credit Party is subject to any Contractual Obligation (other than (x) as set forth a result of the provisions of this Agreement and the other Credit Documents or (y) as specifically described in the governing documents thereofSchedule 7.18) restricting or limiting its ability to transfer its assets to the Borrower any Credit Party or to declare or make any dividend payment or other distribution on account of any shares of any class of its Capital Stock or its ability to purchase, redeem, or otherwise acquire for value or make any payment in respect of any such shares or any shareholder rights.

No Burdensome Restrictions; No Defaults. (a) No Loan Party nor any of its Subsidiaries or Eligible Joint Ventures (i) is a party to any Contractual Obligation the compliance with which would have a Material Adverse Effect or the performance of which by any thereof, either unconditionally or upon the happening of an event, will result in the creation of a Lien on the property or assets of any such Loan Party or its Subsidiaries, or (ii) is subject to any charter or corporate restriction which has a Material Adverse Effect. (b) No Loan Party or Subsidiary or Eligible Joint Venture of any Loan Party is in default under or with respect to any Contractual Obligation owed by it and, to the knowledge of the each Borrower, no other party is in default under or with respect to any Contractual Obligation owed to any Loan Party or to any Subsidiary or Eligible Joint Venture of a Loan Party, other than those defaults which in the aggregate have no Material Adverse Effect. (c) No Event of Default or Default has occurred and is continuing. (d) There is no Requirement of Law the compliance with which by any Loan Party would have a Material Adverse Effect. (e) As of the date hereof, no Subsidiary or Eligible Joint Venture of the US Borrower is subject to any Contractual Obligation (other than as set forth in the governing documents thereof) restricting or limiting its ability to transfer its assets to the US Borrower or to declare or make any dividend payment or other distribution on account of any shares of any class of its Stock or its ability to purchase, redeem, or otherwise acquire for value or make any payment in respect of any such shares or any shareholder rights; provided that mortgage loan agreements executed by certain Subsidiaries or Eligible Joint Ventures may contain such restrictions.

No Burdensome Restrictions; No Defaults. (a) No Loan Party Except as set forth on Schedule 4.12, neither the Borrower nor any of its Subsidiaries or Eligible Joint Ventures is (i) is a party to any Contractual Obligation the compliance with which would is reasonably likely to have a Material Adverse Effect or the performance of which by any thereof, either unconditionally or upon the happening of an event, will result in the creation of a Lien on the property or assets of any such Loan Party or its Subsidiaries, thereof except as permitted by Section 7.1 or (ii) is subject to any charter or corporate restriction which has could have a Material Adverse Effect. (b) No Loan Party or Subsidiary or Eligible Joint Venture None of any Loan Party is in default under or with respect to any Contractual Obligation owed by it andthe Borrower, its Subsidiaries or, to the knowledge of the Borrower, no any other party is in default under or with respect to any Contractual Obligation owed to any Loan Party or to any Subsidiary or Eligible Joint Venture of a Loan Party, other than those defaults which which, in the aggregate aggregate, could not reasonably be expected to have no a Material Adverse Effect. (c) No After application of the proceeds of the Loans made on the Closing Date, no Event of Default or Default has occurred and is continuing. (d) There is As of the Closing Date, no Requirement of Law the compliance with which by any Loan Party would could reasonably be expected to have a Material Adverse Effect. (e) As None of the date hereof, no Subsidiary or Eligible Joint Venture Subsidiaries (other than Excluded Subsidiaries) of the Borrower is subject to any Contractual Obligation (other than as set forth in the governing documents thereof) restricting restriction or limiting limitation on its ability to transfer its assets to the Borrower or to declare or make any dividend payment or other distribution on account of any shares of any class of its Stock or on its ability to purchase, redeem, redeem or otherwise acquire for value or make any payment in respect of any such shares or any shareholder rights.

No Burdensome Restrictions; No Defaults. (a) No Loan Party Neither the Borrower nor any of its Subsidiaries or Eligible Joint Ventures (i) is a party to any Contractual Obligation the compliance with which would could, in the aggregate, have a Material Adverse Effect or the performance of which by any thereof, either unconditionally or upon the happening of an event, will would result in the creation of a Lien (other than a Lien permitted under Section 8.2) on the property or assets of any such Loan Party or its Subsidiaries, thereof or (ii) is subject to any charter or corporate or other Business Entity restriction which has could, in the aggregate, have a Material Adverse Effect. (b) No Loan Party or Subsidiary or Eligible Joint Venture Neither the Borrower nor any of any Loan Party its Subsidiaries is in default under or with respect to any Contractual Obligation owed by it arising after the Petition Date or under executory contracts and unexpired leases that have been assumed with the consent of the Requisite Lenders pursuant to section 365 of the Bankruptcy Code (including pursuant to the Plan) and, to the knowledge of the Borrower, no other party is in default under or with respect to any Contractual Obligation owed to any Loan Party or to any Subsidiary or Eligible Joint Venture of a Loan Party, other than than, in either case, those defaults which in the aggregate could not have no a Material Adverse Effect. (c) No Default or Event of Default or Default has occurred and is continuing. (d) There To the best knowledge of the Borrower and each Loan Party, there is no Requirement of Law applicable to any Loan Party or any Subsidiary of any Loan Party the compliance with which by any such Loan Party would or such Subsidiary, as the case may be, could have a Material Adverse Effect. (e) As of the date hereof, no Subsidiary or Eligible Joint Venture of the Borrower is subject to any Contractual Obligation (other than as set forth in the governing documents thereof) restricting or limiting its ability to transfer its assets to the Borrower or to declare or make any dividend payment or other distribution on account of any shares of any class of its Stock or its ability to purchase, redeem, or otherwise acquire for value or make any payment in respect of any such shares or any shareholder rights.

No Burdensome Restrictions; No Defaults. (a) No Loan Party nor None of the Borrower or any of its Subsidiaries or Eligible Joint Ventures (i) is a party to any Contractual Obligation the compliance with which would have a Material Adverse Effect or the performance of which by any thereof, either unconditionally or upon the happening of an event, will result in the creation of a Lien (other than a Lien granted pursuant to a Loan Document or otherwise permitted hereby) on the property or assets of any such Loan Party or its Subsidiaries, thereof or (ii) is subject to any charter or corporate restriction which has would have a Material Adverse Effect. (b) No Loan Party or Subsidiary or Eligible Joint Venture Neither the Borrower nor any of any Loan Party its Subsidiaries is in default under or with respect to any Contractual Obligation owed by it and, to the knowledge of the Borrower, no other party is in default under or with respect to any Contractual Obligation owed to any Loan Party the Borrower or to any Subsidiary or Eligible Joint Venture of a Loan Partyits Subsidiaries, other than than, in either such case, those defaults which which, in the aggregate aggregate, would have no Material Adverse Effect. (c) No Default or Event of Default or Default has occurred and is continuing. (d) There To the best knowledge of the Borrower, there is no Requirement of Law applicable to the Borrower or any of its Subsidiaries, the compliance with which by the Borrower or any Loan Party of its Subsidiaries would have a Material Adverse Effect. (e) As of the date hereof, no No Subsidiary or Eligible Joint Venture of the Borrower is subject to any Contractual Obligation (other than as set forth in the governing documents thereof) restricting or limiting its ability to transfer its assets to the Borrower or to declare or make any dividend payment or other distribution on account of any shares of any class of its Stock or its ability to purchase, redeem, or otherwise acquire for value or make any payment in respect of any such shares or any shareholder rightsrights except pursuant to any Loan Document.

No Burdensome Restrictions; No Defaults. (a) No None of the Loan Party nor Parties or any of its their respective Subsidiaries or Eligible Joint Ventures (i) is a party to any Contractual Obligation the compliance with which would have has a Material Adverse Effect or the performance of which by any thereof, either unconditionally or upon the happening of an event, will result in the creation of a Lien (other than a Lien granted pursuant to a Loan Document or otherwise permitted hereby) on the property or assets of any such Loan Party or its Subsidiaries, or (ii) is subject to any charter or corporate restriction which has a Material Adverse Effectthereof. (b) No None of the Loan Party or Subsidiary or Eligible Joint Venture Parties nor any of any Loan Party their respective Subsidiaries is in default under or with respect to any Contractual Obligation owed by it and, to the knowledge of the Borrowerany Loan Party, no other party is in default under or with respect to any Contractual Obligation owed to any Loan Party or to any Subsidiary or Eligible Joint Venture of a Loan Partyits Subsidiaries, other than than, in either such case, those defaults which in the aggregate have no Material Adverse Effect. (c) No Default or Event of Default or Default has occurred and is continuing. (d) There is no Requirement of Law applicable to the Company or any of its Subsidiaries, the compliance with which by the Company or any Loan Party would have of its Subsidiaries has a Material Adverse Effect. (e) As of the date hereof, no Subsidiary or Eligible Joint Venture of the Borrower No Loan Party is subject to any Contractual Obligation (other than as set forth in the governing documents thereof) restricting or limiting its ability to transfer its assets to the Borrower or to declare or make any dividend payment or other distribution on account of any shares of any class of its Stock or its ability to purchase, redeem, or otherwise acquire for value or make any payment in respect of any such shares or any shareholder rights. (f) No Loan Party has entered into or become subject to, directly or indirectly, including, without limitation, as a non-party Subsidiary of a party to any agreement, any agreement (other than a Loan Document or the indentures relating to the Convertible Subordinated Notes, the Senior Notes and the Senior Subordinated Notes) prohibiting or restricting in any manner (including, without limitation, by way of covenant, representation or event of default) (i) the incurrence, creation or assumption of any Indebtedness or of any Lien upon any of its property or the property of any Loan Party which Indebtedness or Liens are permitted by or arise pursuant to or in connection with any Loan Document, except customary restrictions in a Capitalized Lease or other purchase money financing agreement permitted hereunder and relating solely to the asset financed thereunder and customary restrictions contained in any partnership or shareholder agreement or similar agreement or instrument in respect of any Stock or Stock Equivalents of any Foreign Venture or North American Venture owned by any Loan Party, (ii) the sale, disposition or pledge of any of its property or the property of any Loan Party, except customary restrictions in a Capitalized Lease or other purchase money financing agreement permitted hereunder and relating solely to the asset financed thereunder and customary restrictions contained in any partnership or shareholder agreement or similar agreement or instrument in respect of any Stock or Stock Equivalents of any Foreign Venture or North American Venture owned by any Loan Party, (iii) the making of any Capital Expenditure by any Loan Party permitted hereby, or (iv) any amendment, supplement or modification to, or waiver under, this Agreement or any other Loan Document.

No Burdensome Restrictions; No Defaults. (a) No Loan Party nor any of its Subsidiaries or Eligible Joint Ventures (i) is a party to any Contractual Obligation the compliance with which would have a Material Adverse Effect or the performance of which by any thereof, either unconditionally or upon the happening of an event, will result in the creation of a Lien on the property or assets of any such Loan Party or its Subsidiaries, or (ii) is subject to any charter or corporate restriction which has a Material Adverse Effect. (b) No Loan Party or Subsidiary or Eligible Joint Venture of any Loan Party is in default under or with respect to any Contractual Obligation owed by it and, to the knowledge of the Borrower, no other party is in default under or with respect to any Contractual Obligation owed to any Loan Party or to any Subsidiary or Eligible Joint Venture of a Loan Party, other than (i) those defaults which in the aggregate have no Material Adverse EffectEffect and (ii) those defaults arising as a result of the Borrower's failure to comply with Section 7.1(c) of the Loan Agreement. (c) No Event of Default or Default has occurred and is continuing, other than pursuant to Section 8.1(d) arising as a result of the Borrower's failure to comply with Section 7.1(c) of the Loan Agreement. (d) There is no Requirement of Law the compliance with which by any Loan Party would have a Material Adverse Effect. (e) As of the date hereof, no Subsidiary or Eligible Joint Venture of the Borrower is subject to any Contractual Obligation (other than as set forth in the governing documents thereof) restricting or limiting its ability to transfer its assets to the Borrower or to declare or make any dividend payment or other distribution on account of any shares of any class of its Stock or its ability to purchase, redeem, or otherwise acquire for value or make any payment in respect of any such shares or any shareholder rights; provided that mortgage loan agreements executed by certain subsidiaries or Eligible Joint Ventures may contain such restrictions.

No Burdensome Restrictions; No Defaults. (a) No Loan Party nor any member of its Subsidiaries or Eligible Joint Ventures the CEI Group (i) is a party to any Contractual Obligation the compliance with which would have has had, or could reasonably be expected to have, a Material Adverse Effect or the performance of which by any thereof, either unconditionally or upon the happening of an event, will result in the creation of a Lien on the property or assets of any such Loan Party or its SubsidiariesEffect, or (ii) is subject to any charter or corporate restriction which has had, or could reasonably be expected to have, a Material Adverse Effect. (b) No Loan Party or Subsidiary or Eligible Joint Venture As of any Loan Party the date hereof, no member of the CEI Group is in default under or with respect to any Contractual Obligation owed by it it, and, to the knowledge Knowledge of CEI and the Borrower, no other party is in default under or with respect to any Contractual Obligation owed to any Loan Party or to any Subsidiary or Eligible Joint Venture member of a Loan Partythe CEI Group, in either case, other than (i) defaults relating to the Excluded Projects and (ii) those defaults which in the aggregate have no not had, or could not reasonably be expected to have, a Material Adverse Effect. (c) No Event of Default or Default has occurred and is continuing. (d) There is no Requirement of Law the compliance with which by any Loan Credit Party would have has had, or could reasonably be expected to have, a Material Adverse Effect. (e) As Except in respect of the date hereofExisting Project Financing Debt, as amended or refinanced as permitted hereunder, or any Contractual Obligation existing on the Closing Date, as amended or replaced as permitted hereunder, applicable to a Subsidiary of CEI which directly owns, leases or operates one or more Power Generation Facilities, no Subsidiary or Eligible Joint Venture of the Borrower CEI is subject to any Contractual Obligation (other than as set forth in the governing documents thereof) restricting or limiting its ability to transfer its assets to the Borrower or to declare or make any dividend payment or other distribution on account of any shares of any class of its Capital Stock or its ability to purchase, redeem, or otherwise acquire for value or make any payment in respect of any such shares or any shareholder rights.

No Burdensome Restrictions; No Defaults. (a) No Loan Party nor any of its Subsidiaries or Eligible Joint Ventures (i) is a party to any Contractual Obligation the compliance with which would have a Material Adverse Effect or the performance of which by any thereof, either unconditionally or upon the happening of an event, will result in the creation of a Lien on the property or assets of any such Loan Party or its Subsidiaries, or (ii) is subject to any charter or corporate restriction which has a Material Adverse Effect. (b) No Loan Party or Subsidiary or Eligible Joint Venture of any Loan Party is in default under or with respect to any Contractual Obligation owed by it and, to the knowledge of the Borrower, no other party is in default under or with respect to any Contractual Obligation owed to any Loan Party or to any Subsidiary or Eligible Joint Venture of a Loan Party, other than those defaults which in the aggregate have no Material Adverse Effect. (c) No Event of Default or Default has occurred and is continuing. (d) There is no Requirement of Law the compliance with which by any Loan Party would have a Material Adverse Effect. (e) As of the date hereof, no Subsidiary of Sunstone or Eligible Joint Venture of the Borrower (other than single-asset or bankruptcy remote entities) is subject to any Contractual Obligation (other than as set forth in the governing documents thereof) restricting or limiting its ability to transfer its assets to Sunstone or the Borrower (as applicable) or to declare or make any dividend payment or other distribution on account of any shares of any class of its Stock or its ability to purchase, redeem, or otherwise acquire for value or make any payment in respect of any such shares or any shareholder rights.

No Burdensome Restrictions; No Defaults. (a) No Loan Party nor or any of its Subsidiaries or Eligible Joint Ventures Subsidiary thereof (i) is a party to any Contractual Obligation the compliance with which would have a Material Adverse Effect or the performance of which by any thereofsuch Loan Party or Subsidiary, either unconditionally or upon the happening of an event, will result in the creation of a Lien (other than Permitted Liens) on the property or assets of any such Loan Party or its Subsidiaries, thereof or (ii) is subject to any charter certificate of incorporation (or corporate other equivalent governing document) or corporate, partnership, limited liability company or other restriction which has that would have a Material Adverse Effect. (b) No Loan Party or any Subsidiary or Eligible Joint Venture of any Loan Party thereof is in default under or with respect to any Contractual Obligation owed by it and, to the knowledge of the Borrower, no other party is in default under or with respect to any Contractual Obligation owed to any Loan Party or to any Subsidiary or Eligible Joint Venture of a Loan Partythereof, other than those defaults which that in the aggregate would have no Material Adverse Effect. (c) No Default or Event of Default or Default has occurred and is continuing. (d) There is no Requirement of Law the compliance with which by any Loan Party would have a Material Adverse Effect. (e) As of the date hereof, no No Subsidiary or Eligible Joint Venture of the Borrower is subject to any Contractual Obligation (other than as set forth in the governing documents thereof) restricting or limiting its ability to transfer its assets to the Borrower or to declare or make any dividend payment or other distribution on account of any shares of any class of its Stock or its ability to purchase, redeem, or otherwise acquire for value or make any payment in respect of any such shares or any shareholder rights.