No Conflicts; Compliance with Laws. The execution, delivery and performance by BATL of the Basic Documents and compliance by BATL with the terms and provisions thereof, and the issuance and sale by BATL of the Purchased Securities, does not and will not assuming the accuracy of the representations and warranties of the Purchasers contained herein and their compliance with the covenants contained herein, violate any provision of any Law or permit having applicability to BATL or any of its Subsidiaries or any of their respective Properties, conflict with or result in a violation or breach of any provision of the BATL Charter, the BATL Bylaws or any organizational documents of any of BATL’s Subsidiaries, require any consent, approval or notice under or result in a violation or breach of or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under any contract, agreement, instrument, obligation, note, bond, mortgage, license, loan or credit agreement to which BATL or any of its Subsidiaries is a party or by which BATL or any of its Subsidiaries or any of their respective Properties may be bound or result in or require the creation or imposition of any Lien upon or with respect to any of the Properties now owned or hereafter acquired by BATL or any of its Subsidiaries, except in the case of clauses (a), (c) and (d) where any such conflict, violation, default, breach, termination, cancellation, failure to receive consent, approval or notice, or acceleration with respect to the foregoing provisions of this Section 3.06 would not be, individually or in the aggregate, reasonably likely to result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Purchase Agreement (Oaktree Capital Group, LLC), Purchase Agreement (Luminus Management LLC), Purchase Agreement (Gen IV Investment Opportunities, LLC)
No Conflicts; Compliance with Laws. The execution, delivery and performance by BATL Crosstex of the Basic Documents and compliance by BATL Crosstex with the terms and provisions hereof and thereof, and the issuance and sale by BATL Crosstex of the Purchased SecuritiesUnits, does do not and will not (a) assuming the accuracy of the representations and warranties of the Purchasers contained herein and their compliance with the covenants contained herein, violate any provision of any Law or permit Permit having applicability to BATL Crosstex or any of its Subsidiaries or any of their respective Properties, (b) conflict with or result in a violation or breach of any provision of the BATL Chartercertificate of limited partnership or other organizational documents of Crosstex, or the BATL Bylaws Partnership Agreement, or any organizational documents of any of BATLCrosstex’s Subsidiaries, (c) require any consent, approval or notice under or result in a violation or breach of or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under any contract, agreement, instrument, obligation, note, bond, mortgage, license, loan or credit agreement to which BATL Crosstex or any of its Subsidiaries is a party or by which BATL Crosstex or any of its Subsidiaries or any of their respective Properties may be bound bound, or (d) result in or require the creation or imposition of any Lien upon or with respect to any of the Properties now owned or hereafter acquired by BATL Crosstex or any of its Subsidiaries, except in the case of clauses (a), (c) and (d) where any such conflict, violation, default, breach, termination, cancellation, failure to receive consent, approval or notice, or acceleration with respect to the foregoing provisions of this Section 3.06 3.07 would not be, individually or in the aggregate, reasonably likely to result in a Crosstex Material Adverse Effect.
Appears in 2 contracts
Samples: Common Unit Purchase Agreement (Crosstex Energy Lp), Common Unit Purchase Agreement (Crosstex Energy Lp)
No Conflicts; Compliance with Laws. The execution, delivery and performance by BATL Crosstex of the Basic Documents and compliance by BATL Crosstex with the terms and provisions hereof and thereof, and the issuance and sale by BATL Crosstex of the Purchased SecuritiesShares, does do not and will not (a) assuming the accuracy of the representations and warranties of the Purchasers contained herein and their compliance with the covenants contained herein, violate any provision of any Law or permit Permit having applicability to BATL Crosstex or any of its Subsidiaries or any of their respective Properties, (b) conflict with or result in a violation or breach of any provision of the BATL Chartercertificate of incorporation or bylaws, the BATL Bylaws each as amended to date, of Crosstex or any organizational documents of any of BATLCrosstex’s Subsidiaries, (c) require any consent, approval or notice under or result in a violation or breach of or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under any contract, agreement, instrument, obligation, note, bond, mortgage, license, loan or credit agreement to which BATL Crosstex or any of its Subsidiaries is a party or by which BATL Crosstex or any of its Subsidiaries or any of their respective Properties may be bound bound, or (d) result in or require the creation or imposition of any Lien upon or with respect to any of the Properties now owned or hereafter acquired by BATL Crosstex or any of its Subsidiaries, except in the case of clauses (a), (c) and (d) where any such conflict, violation, default, breach, termination, cancellation, failure to receive consent, approval consent or noticeapproval, or acceleration with respect to the foregoing provisions of this Section 3.06 would not be, individually or in the aggregate, reasonably likely to result in a Crosstex Material Adverse Effect. Neither Crosstex nor any of its Subsidiaries is in violation of any judgment, decree or order or any law, statute, ordinance, rule or regulation applicable to Crosstex or its Subsidiaries, except as would not, individually or in the aggregate, have a Material Adverse Effect. Crosstex and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate regulatory authorities necessary to conduct their respective businesses, except where the failure to possess such certificates, authorizations or permits would not have, individually or in the aggregate, a Crosstex Material Adverse Effect, and neither Crosstex nor any such Subsidiary has received any notice of proceedings relating to the revocation or modification of any such certificate, authorization or permit except where such potential revocation or modification would not have, individually or in the aggregate, a Crosstex Material Adverse Effect. Neither Crosstex, nor any of its Subsidiaries, nor any director, officer, agent, employee or other person acting on behalf of Crosstex or any of its Subsidiaries has, in the course of its actions for, or on behalf of, Crosstex or any of its Subsidiaries (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expenses relating to political activity; (ii) made any direct or indirect unlawful payment to any foreign or domestic government official or employee from corporate funds; (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended; or (iv) made any unlawful bribe, rebate, payoff, influence payment, kickback or other unlawful payment to any foreign or domestic government official or employee.
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No Conflicts; Compliance with Laws. The execution, delivery and performance by BATL Crosstex of the Basic Documents and compliance by BATL Crosstex with the terms and provisions hereof and thereof, and the issuance and sale by BATL Crosstex of the Purchased SecuritiesUnits, does do not and will not (a) assuming the accuracy of the representations and warranties of the Purchasers contained herein and their compliance with the covenants contained herein, violate any provision of any Law or permit Permit having applicability to BATL Crosstex or any of its Subsidiaries or any of their respective Properties, (b) conflict with or result in a violation or breach of any provision of the BATL Chartercertificate of limited partnership or other organizational documents of Crosstex, or the BATL Bylaws Partnership Agreement, or any organizational documents of any of BATLCrosstex’s Subsidiaries, (c) require any consent, approval or notice under or result in a violation or breach of or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under any contract, agreement, instrument, obligation, note, bond, mortgage, license, loan or credit agreement to which BATL Crosstex or any of its Subsidiaries is a party or by which BATL Crosstex or any of its Subsidiaries or any of their respective Properties may be bound bound, or (d) result in or require the creation or imposition of any Lien upon or with respect to any of the Properties now owned or hereafter acquired by BATL Crosstex or any of its Subsidiaries, except in the case of clauses (a), (c) and (d) where any such conflict, violation, default, breach, termination, cancellation, failure to receive consent, approval or notice, or acceleration with respect to the foregoing provisions of this Section 3.06 would not be, individually or in the aggregate, reasonably likely to result in a Crosstex Material Adverse Effect.
Appears in 1 contract
Samples: Senior Subordinated Series D Unit Purchase Agreement (Crosstex Energy Lp)
No Conflicts; Compliance with Laws. The execution, delivery and performance by BATL the Company of the Basic Documents and compliance by BATL the Company with the terms and provisions hereof and thereof, and the issuance and sale by BATL the Company of the Purchased SecuritiesShares, does do not and will not (a) assuming the accuracy of the representations and warranties of the Purchasers Purchaser contained herein and their its compliance with the covenants contained herein, violate any provision of any Law or permit having applicability to BATL the Company or any of its Subsidiaries or any of their respective Properties, (b) conflict with or result in a violation or breach of any provision of the BATL CharterArticles of Incorporation, Bylaws or other organizational documents of the BATL Bylaws Company or any organizational documents of any of BATLthe Company’s Subsidiaries, require any consent, approval or notice under or (c) result in a violation or breach of or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under any contract, agreement, instrument, obligation, note, bond, mortgage, license, loan or credit agreement to which BATL the Company or any of its Subsidiaries is a party or by which BATL the Company or any of its Subsidiaries or any of their respective Properties may be bound bound, or (d) result in or require the creation or imposition of any Lien upon or with respect to any of the Properties now owned or hereafter acquired by BATL the Company or any of its Subsidiaries, except in the case cases of clauses clause (a), (c) and (d) ), where any such conflict, violation, default, breach, termination, cancellation, failure to receive consent, approval or notice, or acceleration with respect to the foregoing provisions of this Section 3.06 3.04 would not be, individually or in the aggregate, reasonably likely to result in a Material Adverse Effect.
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No Conflicts; Compliance with Laws. The execution, delivery and performance by BATL Crosstex of the Basic Documents and compliance by BATL Crosstex with the terms and provisions hereof and thereof, and the issuance and sale by BATL Crosstex of the Purchased SecuritiesUnits and Conversion Units, does not and will not not, assuming the accuracy of the representations and warranties of the Purchasers Purchaser contained herein and their its compliance with the covenants contained herein, (a) violate any provision of any Law or permit Permit having applicability to BATL or any of its Subsidiaries the Crosstex Entities or any the Properties of their respective Propertiesthe Crosstex Entities, (b) conflict with or result in a violation or breach of any provision of the BATL Charter, the BATL Bylaws certificate of limited partnership or any other organizational documents of the Crosstex Entities or any of BATL’s Subsidiariesthe Operative Agreements, (c) require any consent, approval or notice under or result in a violation or breach of or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under any contract, agreement, instrument, obligation, note, bond, mortgage, license, loan Contract or credit agreement to which BATL or any of its Subsidiaries the Crosstex Entities is a party or by which BATL any of the Crosstex Entities or any of its Subsidiaries or any the Properties of their respective Properties the Crosstex Entities may be bound bound, or (d) result in or require the creation or imposition of any Lien upon or with respect to any of the Properties now owned or hereafter acquired by BATL or any of its Subsidiariesthe Crosstex Entities, except in the case of clauses (a), (c) and (d) where any such conflict, violation, default, breach, termination, cancellation, failure to receive consent, approval or notice, or acceleration with respect to the foregoing provisions of this Section 3.06 would not be, individually or in the aggregate, reasonably likely to result in a Crosstex Material Adverse Effect. To the knowledge of the Crosstex Entities, no third party to any Contract to which any of the Crosstex Entities is a party or by which any of them is bound or to which any of their Properties is subject, is in default under any such agreement, which breach, default or violation would, if continued, have a Crosstex Material Adverse Effect.
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Samples: Series a Convertible Preferred Unit Purchase Agreement (Crosstex Energy Lp)
No Conflicts; Compliance with Laws. The execution, delivery and performance by BATL Bois d’Arc of the Basic Documents this Agreement and compliance by BATL Bois d’Arc with the terms and provisions thereofhereof, and the issuance and sale by BATL Bois d’Arc of the Purchased SecuritiesShares, does do not and will not (a) assuming the accuracy of the representations and warranties of the Purchasers Cxxxxxxx contained herein and their its compliance with the covenants contained herein, violate any provision of any Law or permit Permit having applicability to BATL Bois d’Arc or any of its Subsidiaries or any of their respective Properties, (b) conflict with or result in a violation or breach of any provision of the BATL Chartercertificate of incorporation or Bylaws, the BATL Bylaws each as amended to date, of Bois d’Arc or any organizational documents of any of BATLBois d’Arc’s Subsidiaries, (c) require any consent, approval or notice under or result in a violation or breach of or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under any contract, agreement, instrument, obligation, note, bond, mortgage, license, loan or credit agreement to which BATL Bois d’Arc or any of its Subsidiaries is a party or by which BATL Bois d’Arc or any of its Subsidiaries or any of their respective Properties may be bound bound, or (d) result in or require the creation or imposition of any Lien upon or with respect to any of the Properties now owned or hereafter acquired by BATL Bois d’Arc or any of its Subsidiaries, except in the case of clauses (a), (c) and (d) where any such conflict, violation, default, breach, termination, cancellation, failure to receive consent, approval consent or noticeapproval, or acceleration with respect to the foregoing provisions of this Section 3.06 3.04 would not be, individually or in the aggregate, reasonably likely to result in a Material Adverse Effect. Neither Bois d’Arc nor any of its Subsidiaries is in violation of any judgment, decree or order or any Law applicable to Bois d’Arc or its Subsidiaries, except as would not, individually or in the aggregate, have a Material Adverse Effect.
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