Common use of No Conflicts or Violations; No Consents or Approvals Required Clause in Contracts

No Conflicts or Violations; No Consents or Approvals Required. (i) The execution and delivery by SU of this Agreement does not and will not, and the consummation of the Transactions will not, result in a breach or constitute a default under (or, in the case of clause (ii) below, give any party to a Contract referred to in such clause, other than SU or its successors, the right to cancel or terminate or modify in any material respect the rights or obligations of the parties under) (i) the organizational documents of SU, (ii) any Contract to which SU is a party or is bound or (iii) any Order to which SU is subject or any Law applicable to SU, except for, in the case of clauses (ii) and (iii) above, any such breach, violation or default that would not reasonably be expected to have an SU Material Adverse Effect. (ii) Other than the filings, reports and notices and the consents, registrations, approvals, permits and authorizations referred to in Section 5.03(b) or Section 7.06 of the SDTS-SU-Oncor Merger Agreement (or the disclosure schedules attached to such agreement), no filings, reports or notices are required to be made by SU with, nor are any consents, registrations, approvals, permits or authorizations required to be obtained by SU from, any Governmental Entity in connection with the execution, delivery and performance by SU of this Agreement or the consummation of the Transactions, except for any of the foregoing which, if not made or obtained, would not have an SU Material Adverse Effect.

Appears in 2 contracts

Samples: Merger Agreement (Oncor Electric Delivery Co LLC), Merger Agreement (InfraREIT, Inc.)

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No Conflicts or Violations; No Consents or Approvals Required. (i) The execution and delivery by SU SDTS of this Agreement and the Allocation Agreements does not and will not, and the consummation of the Transactions will not, result in a breach or constitute a default under (or, in the case of clause (ii) below, give any party to a Contract referred to in such clause, other than SU SDTS or its successors, the right to cancel or terminate or modify in any material respect the rights or obligations of the parties under) (i) the organizational documents of SUSDTS, (ii) any Contract to which SU SDTS is a party or is bound or (iii) any Order to which SU SDTS is subject or any Law applicable to SUSDTS, except for, in the case of clauses (ii) and (iii) above, any such breach, violation or default that would not reasonably be expected to have an SU SDTS Material Adverse Effect. (ii) Other than the filings, reports and notices and the consents, registrations, approvals, permits and authorizations referred to in Section 5.03(b4.03(b) or and Section 7.06 of the SDTS-SU-Oncor Merger Agreement (or the disclosure schedules attached to such agreement), no filings, reports or notices are required to be made by SU SDTS with, nor are any consents, registrations, approvals, permits or authorizations required to be obtained by SU SDTS from, any Governmental Entity in connection with the execution, delivery and performance by SU SDTS of this Agreement or the Allocation Agreements or the consummation of the Transactions, except for any of the foregoing which, if not made or obtained, would not have an SU SDTS Material Adverse Effect.

Appears in 2 contracts

Samples: Merger Agreement (Oncor Electric Delivery Co LLC), Merger Agreement (InfraREIT, Inc.)

No Conflicts or Violations; No Consents or Approvals Required. (i) The execution and delivery by SU SDTS AssetCo of this Agreement and the Allocation Agreements does not and will not, and the consummation of the Transactions will not, result in a breach or constitute a default under the organizational documents of SDTS AssetCo (or, in the case of clause (ii) below, give any party to a any Contract referred to in such clause, other than SU SDTS AssetCo or its successors, the right to cancel or terminate or modify in any material respect the rights or obligations of the parties under) (i) the organizational documents of SUSDTS AssetCo, (ii) any Contract to which SU SDTS AssetCo is a party or is bound or (iii) any Order to which SU SDTS AssetCo is subject or any Law applicable to SUSDTS AssetCo, except for, in the case of clauses (ii) and (iii) above, any such breach, violation or default that would not reasonably be expected prohibit or restrict or impair in any material respect the ability of SDTS AssetCo to have an SU Material Adverse Effectconsummate the Transactions. (ii) Other than the filings, reports and notices and the consents, registrations, approvals, permits and authorizations referred to in Section 5.03(b4.03(b) or Section 7.06 of the SDTS-SU-Oncor Merger Agreement (or the disclosure schedules attached to such agreement), no filings, reports or notices are required to be made by SU SDTS AssetCo with, nor are any consents, registrations, approvals, permits or authorizations required to be obtained by SU SDTS AssetCo from, any Governmental Entity in connection with the execution, delivery and performance by SU SDTS AssetCo of this Agreement or the Allocation Agreements or the consummation of the Transactions, except for any of the foregoing which, if not made or obtained, would not have an SU Material Adverse Effectprohibit or restrict or impair in any material respect the ability of SDTS AssetCo to consummate the Transactions.

Appears in 2 contracts

Samples: Merger Agreement (Oncor Electric Delivery Co LLC), Merger Agreement (InfraREIT, Inc.)

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No Conflicts or Violations; No Consents or Approvals Required. (i) The execution and delivery by SU Contributee of this Agreement and the Easement Assignments does not and will not, and the consummation of the Transactions Contribution will not, result in a breach or constitute a default under (or, in the case of clause (ii) below, give any party to a any Contract referred to in such clause, other than SU Contributee or its successors, the right to cancel or terminate or modify in any material respect the rights or obligations of the parties under) (i) the organizational documents of SUContributee, (ii) any Contract to which SU Contributee is a party or is bound or (iii) any Order to which SU Contributee is subject or any Law applicable to SUContributee, in each case subject to obtaining the Bankruptcy Court Approval, and except for, in the case of clauses (ii) and (iii) above, any such breach, violation or default that would not reasonably be expected prohibit or restrict or impair in any material respect the ability of Contributee to have an SU Material Adverse Effectconsummate the Contribution. (ii) Other than the filings, reports and notices and the consents, registrations, approvals, permits and authorizations referred to in Section 5.03(b6.03(b) or Section 7.06 of the SDTS-SU-Oncor Merger Agreement (or the disclosure schedules attached to such agreement), no filings, reports or notices are required to be made by SU Contributee with, nor are any consents, registrations, approvals, permits or authorizations required to be obtained by SU Contributee from, any Governmental Entity in connection with the execution, delivery and performance by SU Contributee of this Agreement or the Easement Assignments or the consummation of the TransactionsContribution, except for any of the foregoing which, if not made or obtained, would not have an SU Material Adverse Effectprohibit or restrict or impair in any material respect the ability of Contributee to consummate the Contribution.

Appears in 1 contract

Samples: Merger Agreement (Oncor Electric Delivery Co LLC)

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