Common use of No Violations; Consents and Approvals Clause in Contracts

No Violations; Consents and Approvals. (a) The execution and delivery of this Agreement does not, and the consummation of the Transactions will not, result in any violation of, or default (with or without notice or lapse of time, or both) under, or acceleration of any material obligation or the loss, suspension, limitation or impairment of a material benefit under (or right of any HighPeak Entity to own or use any assets or properties required for the conduct of their respective businesses, including any of the Oil and Gas Properties owned or held by them) or result in (or give rise to) the creation of any Encumbrance or any rights of termination, cancellation, first offer or first refusal, in each case, with respect to any of the properties or assets of any of the HighPeak Entities (including, for the avoidance of doubt, the Grenadier PSA (but not the Grenadier Assets) and any of the Oil and Gas Properties of the HighPeak Entities) under, any provision of (i) the Organizational Documents of any HighPeak Entity, (ii) assuming the consents, approvals and notices referred to in Section 4.2(c) and Section 5.3(c) (in each case, including Immaterial Consents) and Schedule 4.2(c) and Schedule 5.3(c) of the Contributor Disclosure Letter are duly and timely obtained or made, any Material HighPeak Contract, the Grenadier PSA or an Oil and Gas Lease of any HighPeak Entity or (iii) assuming the consents, approvals, orders, authorizations, notices, registrations, declarations, filings or permits referred to in Section 5.4 and Schedule 4.3 and Schedule 5.4 of the Contributor Disclosure Letter are duly and timely obtained or made, any Law applicable to any applicable HighPeak Entity or any of its properties or assets, other than, in the case of clauses (ii) and (iii), any such violations, defaults, acceleration, losses, suspensions, limitations, impairments, Encumbrances or rights that (A) have not had, individually or in the aggregate, a HighPeak Material Adverse Effect or (B) have not had and are not reasonably likely to result in, individually or in the aggregate, any loss, cost or liability to Parent Parties in excess of $1,000,000. (b) No HighPeak Entity is in default or violation (and no event has occurred which, with notice or the lapse of time or both, would constitute a default or violation) of any term, condition or provision of the Organizational Documents of such HighPeak Entity, except for defaults or violations that (i) have not had, individually or in the aggregate, a HighPeak Material Adverse Effect or (ii) have not had and are not reasonably likely to result in, individually or in the aggregate, any loss, cost or liability to Parent Parties in excess of $1,000,000. (c) No consent or approval from, or notice to, any third party under any Material HighPeak Contract or an Oil and Gas Lease of any HighPeak Entity is required to be obtained or made by any HighPeak Entity in connection with the execution and delivery of this Agreement by Contributor or the consummation of the Transactions, other than Immaterial Consents.

No Violations; Consents and Approvals. (a) The execution and delivery of this Agreement does not, and the consummation of the Transactions will not, result in any violation of, or default (with or without notice or lapse of time, or both) under, or acceleration of any material obligation or the loss, suspension, limitation or impairment of a material benefit under (or right of any HighPeak Entity to own or use any assets or properties required for the conduct of their respective businesses, including any of the Oil and Gas Properties owned or held by them) or result in (or give rise to) the creation of any Encumbrance or any rights of termination, cancellation, first offer or first refusal, in each case, with respect to any of the properties or assets of any of the HighPeak Entities (including, for the avoidance of doubt, the Grenadier PSA (but not the Grenadier Assets) and any of the Oil and Gas Properties of the HighPeak Entities) under, any provision of (i) the Organizational Documents of any HighPeak Entity, (ii) assuming the consents, approvals and notices referred to in Section 4.2(c) and Section 5.3(c) (in each case, including Immaterial Consents) and Schedule 4.2(c) and Schedule 5.3(c) of the Contributor Disclosure Letter are duly and timely obtained or made, any Material HighPeak Contract, the Grenadier PSA Contract or an Oil and Gas Lease of any HighPeak Entity or (iii) assuming the consents, approvals, orders, authorizations, notices, registrations, declarations, filings or permits referred to in Section 5.4 and Schedule 4.3 and Schedule 5.4 of the Contributor Disclosure Letter are duly and timely obtained or made, any Law applicable to any applicable HighPeak Entity or any of its properties or assets, other than, in the case of clauses (ii) and (iii), any such violations, defaults, acceleration, losses, suspensions, limitations, impairments, Encumbrances or rights that (A) have not had, individually or in the aggregate, a HighPeak Material Adverse Effect or (B) have not had and are not reasonably likely to result in, individually or in the aggregate, any loss, cost or liability to Parent Parties in excess of $1,000,000. (b) No HighPeak Entity is in default or violation (and no event has occurred which, with notice or the lapse of time or both, would constitute a default or violation) of any term, condition or provision of the Organizational Documents of such HighPeak Entity, except for defaults or violations that (i) have not had, individually or in the aggregate, a HighPeak Material Adverse Effect or (ii) have not had and are not reasonably likely to result in, individually or in the aggregate, any loss, cost or liability to Parent Parties in excess of $1,000,000. (c) No consent or approval from, or notice to, any third party under any Material HighPeak Contract or an Oil and Gas Lease of any HighPeak Entity is required to be obtained or made by any HighPeak Entity in connection with the execution and delivery of this Agreement by Contributor or the consummation of the Transactions, other than Immaterial Consents.

No Violations; Consents and Approvals. (a) The execution and delivery by Markmore of this Agreement and each Transaction Document to which Markmore is or will be a party does not, and the consummation performance by Markmore of the Transactions Agreement and each such Transaction Document will not, result in any violation of, or default (with or without notice or lapse of time, or both) under, or acceleration of any material obligation or the loss, suspension, limitation or impairment of a material benefit under (or right of any HighPeak Entity Markmore or its Subsidiaries to own or use any assets or properties required for the conduct of their respective businessesBusinesses, including any of the Oil and Gas Properties owned or held by them) or result in (or give rise to) the creation of any Encumbrance Lien (other than Permitted Liens) or any rights of termination, cancellation, first offer or first refusal, in each case, with respect to any of the properties or assets of any of the HighPeak Entities Markmore or its Subsidiaries (including, for the avoidance of doubt, the Grenadier PSA (but not the Grenadier Assets) and any of the Oil and Gas Properties of the HighPeak EntitiesMarkmore or any of its Subsidiaries) under, any provision of (i) the Organizational Governing Documents of Markmore or any HighPeak EntitySubsidiary of Markmore, (ii) assuming the consents, approvals and notices referred to in Section 4.2(c11.01(a) and Section 5.3(c) (in each case, including Immaterial Consents) and Schedule 4.2(c) and Schedule 5.3(c) of the Contributor Disclosure Letter are duly and timely obtained or made, any Material HighPeak Contract, the Grenadier PSA Contract or an any Oil and Gas Lease of any HighPeak Entity or (iii) assuming the consents, approvals, orders, authorizations, notices, registrations, declarations, filings or permits referred to in Section 5.4 and Schedule 4.3 and Schedule 5.4 of the Contributor Disclosure Letter 6.05 are duly and timely obtained or made, any Law or Governmental Order applicable to Markmore, any applicable HighPeak Entity Subsidiary of Markmore, or any of its their respective properties or assets, other than, in the case of clauses (ii) and (iii), any such violations, defaults, acceleration, losses, suspensions, limitations, impairments, Encumbrances Liens or rights that (A) have not had, individually or in the aggregate, a HighPeak Material Adverse Effect or (B) have not had and are not reasonably likely to result in, individually or in the aggregate, any loss, cost or liability to Parent Parties in excess of $1,000,000Effect. (b) No HighPeak Entity is in default or violation (and Other than as set forth on Section 11.01(a), no event has occurred which, with notice or the lapse of time or both, would constitute a default or violation) of any term, condition or provision of the Organizational Documents of such HighPeak Entity, except for defaults or violations that (i) have not had, individually or in the aggregate, a HighPeak Material Adverse Effect or (ii) have not had and are not reasonably likely to result in, individually or in the aggregate, any loss, cost or liability to Parent Parties in excess of $1,000,000. (c) No consent or approval from, or notice to, any third party under any Material HighPeak Contract or an any Oil and Gas Lease of any HighPeak Entity Markmore is required to be obtained or made by Markmore or any HighPeak Entity Subsidiary of Markmore in connection with the execution and delivery of this Agreement by Contributor Markmore or the consummation of the Transactions, other than Immaterial Consents.

No Violations; Consents and Approvals. (a) The execution and None of the execution, delivery or performance by any of this Agreement does not, and Acquiror or its Subsidiaries of each Transaction Document to which it is a party or the consummation by any of Acquiror and its Subsidiaries of the Transactions transactions contemplated thereby will notconflict with, or result in any a violation or breach of, or constitute a default (with or without notice or lapse of time, time or both) under, or give rise to any right of termination, amendment, cancellation or acceleration of any material obligation or the loss, suspension, limitation or impairment loss of a material benefit under (or right of any HighPeak Entity to own or use any assets or properties required for the conduct of their respective businessesunder, including any of the Oil and Gas Properties owned or held by them) or result in (or give rise to) the creation of any Encumbrance or any rights of terminationa Lien upon, cancellation, first offer or first refusal, in each case, with respect to any of the properties or assets of any of the HighPeak Entities (including, for the avoidance of doubt, the Grenadier PSA (but not the Grenadier Assets) Acquiror and any of the Oil and Gas Properties of the HighPeak Entities) under, any provision of its Subsidiaries under (i) the Organizational Documents charters or bylaws, or comparable documents of any HighPeak EntityAcquiror and its Subsidiaries, (ii) assuming subject to obtaining the consentsthird-party consents set forth in Schedule 6.03 (the "ACQUIROR CONSENTS"), any loan or credit agreement, note, bond, mortgage, indenture, lease, management or joint venture agreement, (iii) other agreements, instruments, or any permits, concessions, franchises, licenses, variances, exemptions, orders and approvals of all Governmental Entities applicable to Acquiror and notices its Subsidiaries, or any of their respective properties or assets (the "ACQUIROR'S PERMITS"), or (iv) subject to the governmental filings and other matters referred to in Section 4.2(c) and Section 5.3(c) (in each case, including Immaterial Consents) and Schedule 4.2(c) and Schedule 5.3(c) of the Contributor Disclosure Letter are duly and timely obtained or made, any Material HighPeak Contract, the Grenadier PSA or an Oil and Gas Lease of any HighPeak Entity or (iii) assuming the consents, approvals, orders, authorizations, notices, registrations, declarations, filings or permits referred to in Section 5.4 and Schedule 4.3 and Schedule 5.4 of the Contributor Disclosure Letter are duly and timely obtained or made6.03(b), any Law applicable to any applicable HighPeak Entity Acquiror or its Subsidiaries or any of its their respective properties or assets, assets other than, in the case of clauses (iiiii) and (iiiiv), any such conflicts, violations, defaults, accelerationrights, losses, suspensions, limitations, impairments, Encumbrances losses or rights that (A) have not hadLiens that, individually or in the aggregate, a HighPeak could not reasonably be expected to have an Acquiror Material Adverse Effect or (B) have not had and are not reasonably likely to result in, individually or in the aggregate, any loss, cost or liability to Parent Parties in excess of $1,000,000Effect. (b) No HighPeak Entity is in default or violation (and no event has occurred which, with notice or Except for the lapse of time or both, would constitute a default or violation) of any term, condition or provision filing of the Organizational Documents Certificate of such HighPeak EntityMerger, the Articles of Merger, applicable HSR Filings and other consents, approvals, orders, authorizations, registrations, declarations, filings and agreements expressly provided for in the Transaction Documents, and except for defaults filings under the Exchange Act, no consent, approval, order or violations that (i) have not hadauthorization of, individually or in the aggregateregistration, a HighPeak Material Adverse Effect declaration or (ii) have not had and are not reasonably likely to result in, individually or in the aggregatefiling with, any loss, cost or liability to Parent Parties in excess of $1,000,000. (c) No consent or approval from, or notice to, any third party under any Material HighPeak Contract or an Oil and Gas Lease of any HighPeak Governmental Entity is required with respect to be obtained Acquiror or made by any HighPeak Entity of its Subsidiaries, in connection with the execution and execution, delivery or performance by Acquiror of this Agreement by Contributor or the consummation of the Transactions, other than Immaterial Consents.each Transaction Document to which it is or