No Violation of Law, Etc. The execution, delivery, and performance by UGH of this Agreement and the transactions contemplated hereby do not: (i) conflict with, violate or constitute a material breach of or a material default under; or (ii) require any authorization, consent, approval, exemption, or other action by or notice to or filing with any governmental authority, that has not already been obtained, under any provision of: (a) the organizational documents of UGH; or (b) any credit or any loan agreement, mortgage, indenture, promissory note, or other material agreement or instrument to which UGH is a party or by which it or any of its property is bound.
No Violation of Law, Etc. The execution, delivery, and performance by Creditor of this Agreement and the transactions contemplated hereby do not: (i) conflict with, violate or constitute a material breach of or a material default under; or (ii) require any authorization, consent, approval, exemption, or other action by or notice to or filing with any governmental authority, that has not already been obtained, under any provision
No Violation of Law, Etc. The execution, delivery and performance by Owner Participant of its obligations pursuant to the Transfer Documents to which it is, or will become, a party will not require any authorization or approval by, filing with, or notice to, any Governmental Authority, the absence of which would prohibit or materially interfere with the transactions contemplated in the Transfer Documents (except no representation or warranty is made as to any authorization, approval, notice or filing to which Owner Participant may be subject as a result of the nature, condition or use of Unit 2 or any Common Facilities, the License or to which Lessee is subject as a public utility whether in its capacity as lessee of the Undivided Interest, a beneficial owner of a trust estate that includes the Undivided Interest or otherwise). The execution, delivery and performance by Owner Participant of its obligations pursuant to the Transfer Documents to which it is, or is to become, a party will not (i) violate or conflict with any Applicable Law, or (ii) violate, conflict with or constitute a default or result in a loss of rights under any provision of the organizational documents of Owner Participant or of any agreement or instrument to which Owner Participant is a party or by which it or its properties are bound, including, without limitation, any Transaction Document, if such violation, conflict, default or loss of rights would prohibit or materially interfere with the transactions contemplated in the Transfer Documents (except no representation or warranty is made as to (x) any Applicable Law to which Owner Participant may be subject as a result of the nature, condition or use of Unit 2 or any Common Facilities, the License or to which Lessee is subject as a public utility whether in its capacity as lessee of the Undivided Interest, a beneficial owner of a trust estate that includes the Undivided Interest or otherwise, (y) the Securities Act, the Securities Exchange Act or the Trust Indenture Act) or (z) as to the application to the transactions contemplated hereby of the HSR Act, or compliance therewith..
No Violation of Law, Etc. The execution, delivery and performance by Seller of its obligations under the Sale Documents to which it is a party will not (i) violate or conflict with any Applicable Law, or (ii) violate any provision of the organizational documents of Seller and assuming the accuracy of the representations and warranties of Purchaser set forth in Section 4.02(h), under any agreement or instrument to which Seller is a party or by which it or its properties are bound, including the LLC Agreement, except where any such violation, conflict, default or loss of rights would not prohibit or materially interfere with the consummation of the transactions contemplated in the Sale Documents.
No Violation of Law, Etc. The execution, delivery and performance of this Agreement by it does not and will not contravene any law or contractual restriction binding upon or affecting it, or require the consent, authorization, approval or other action by, or notice to or filing with, any person, corporation or other legal entity (including, without limitation, any governmental authority or regulatory body); (d)
No Violation of Law, Etc. It is understood and agreed that the execution of this Agreement by the Company is not to be construed as an admission of any violation of any statute, law or regulation or breach of any contract or agreement or other liability on its part to Danziger other than to comply with the terms of this Agreement.
No Violation of Law, Etc. No Law, regulation, ruling, guideline or other governmental action or inaction of any Governmental Authority shall be in effect or shall have occurred (or be proposed if such proposal has a reasonable likelihood of being enacted, and if enacted would have a material effect), the effect of which is to prevent, directly or indirectly, Agent, any Lender, Borrower or any other party to any Loan Instrument or Project Document from fulfilling its respective obligations hereunder or thereunder, or which would subject any Lender to any unreimbursed liability by reason of the performance of its obligations hereunder (other than taxes levied on the income of such Lender). In addition, the Facilities, the Property, Borrower and each Partner, with respect to the Facilities and the Property, Operator, shall each be in full compliance with all Governmental Requirements including those pertaining to environmental, pollution control and ecological matters, except where noncompliance could not, in the judgment of Agent, have a material adverse effect on Borrower, the Facilities, the Property, Borrower’s ability to perform its obligations under the Loan Instruments or the Project Documents or the rights or interests of the Secured Parties.
No Violation of Law, Etc. The execution, delivery and performance by PNM of its obligations pursuant to the PNM Transfer Documents will not require any authorization or approval (other than the FERC Order and the NMPSC Order) by, filing with, or notice (other than the NRC Notice) to, any governmental authority (including, without limitation, under the Atomic Energy Act, Federal Power Act, Nuclear Waste Act, Public Utility Holding Company Act, or any state energy or utility law or the regulations or orders thereunder), the absence of which would prohibit or materially interfere with the consummation of the transactions contemplated in the PNM Transfer Documents or can reasonably be expected to subject Owner Trustee, Owner Participant (or any Affiliate of either) to any liability or regulatory status or requirement. The execution, delivery and performance by PNM of its obligations pursuant to the PNM Transfer Documents will not (i) violate or conflict with any Applicable Law, or (ii) violate, conflict with or constitute a default or result in a loss of rights under any provision of the articles of incorporation, as amended, or bylaws of PNM or of any agreement or instrument to which PNM is a party or by which it or its properties are bound, if such violation, conflict, default or loss of rights would prohibit or materially interfere with the consummation of the transactions contemplated in the Option Closing Documents or can reasonably be expected to subject Owner Participant or Owner Trustee (or any Affiliate of either) to any liability or regulatory status or requirement. Sale Agreement 113 (PVNGS Unit 2) with Cypress Second PV Partnership 14
No Violation of Law, Etc. The execution, delivery and performance by Borrower of this Loan Agreement, and the other Project Documents to which it is or is to become a party, and the Note and Security Documents:
(a) Do not violate any provision of any applicable law or regulation, or any order, writ, judgment or decree of any court, arbitrator or governmental authority, applicable to Borrower or to any of its assets;
(b) Do not violate any provision of Xxxx Xxx, Inc.’s Certificate of Incorporation or Bylaws, or Xxxx Xxx Land Trust No. 1’s Trust Agreement; and
(c) Do not violate any provision of, or constitute a default under, or result in the creation or imposition of any lien other than permitted by this Loan Agreement on any of the assets of Borrower pursuant to the provisions of, any mortgage, indenture, contract, agreement or other undertaking to which Borrower is a party or which purports to be binding upon Borrower or upon any of Borrower’s assets.
No Violation of Law, Etc. On the date of the Closing the Purchaser’s purchase of Notes shall (a) not violate any applicable law or regulation (including, without limitation, Regulation T, U or X of the Board) and (b) not subject the Purchaser to any tax, penalty or liability under or pursuant to any applicable law or regulation, which law or regulation was not in effect on the date of the Stock Purchase Agreement.
