Laws and Regulations; Litigation. As of the date hereof, there are no pending claims, fines, actions, suits, demands, investigations or proceedings or any arbitration or binding dispute resolution proceeding (collectively, “Litigation”) with respect to which any of the Contributors or MLP LP LLC has been contacted in writing by or on behalf of the plaintiff or claimant, against or affecting the Business or the Assets or their ownership of the Business or the Assets (other than Litigation under any Environmental Law, which is the subject of Section 3.9) that (i) would individually, or in the aggregate, have a Material Adverse Effect or (ii) seek any material injunctive relief. Except as would not, individually or in the aggregate, have a Material Adverse Effect, (x) the Contributors and MLP LP LLC are not in violation of or in default under any law or regulation or under any order (other than Environmental Laws, which are the subject of Section 3.9) of any Governmental Authority applicable to it and (y) there is no Litigation (other than Litigation under any Environmental Law, which is the subject of Section 3.9) pending or, to any Contributor’s knowledge, threatened against or affecting such Contributor or MLP LP LLC, or any of their respective properties or assets, at law or in equity, by or before any Governmental Authority having jurisdiction over such party. Except as would not, individually or in the aggregate, have a Material Adverse Effect, no Litigation is pending or, to any Contributor’s knowledge, threatened to which any Contributor or MLP LP LLC is or may become a party that questions or involves the validity or enforceability of any of their respective obligations under this Agreement or seeks to prevent or delay, or damages in connection with, the consummation of the Transactions.
Laws and Regulations; Litigation. (a) Except as set forth in Schedule 3.5, there are no pending or, to Rice’s knowledge, threatened claims, fines, actions, suits, demands, investigations or proceedings or any arbitration or binding dispute resolution proceeding (collectively, “Litigation”) against or by Rice or the Rice Water Entities relating to or affecting the Rice Water Entities, the Business or the Water Assets (other than Litigation under any Environmental Law, which is the subject of Section 3.6) that would, individually or in the aggregate, have a Rice Material Adverse Effect. Except as would not, individually or in the aggregate, have a Rice Material Adverse Effect, as of the date hereof, no Litigation is pending or, to Rice’s knowledge, threatened to which Rice or any of its Subsidiaries is or may become a party that questions or involves the validity or enforceability of any of its respective obligations under this Agreement or the other Transaction Documents or seeks to prevent or delay, or seeks damages in connection with, the consummation of the transactions contemplated hereby.
Laws and Regulations; Litigation. There are no pending or, to the knowledge of the Partnership Parties, threatened Proceedings against any Partnership Party that would individually, or in the aggregate, have a Partnership Material Adverse Effect. Except as would not, individually or in the aggregate, have a Partnership Material Adverse Effect, no Partnership Party is the subject of any violation of or default under any law or regulation or under any order of any Governmental Authority. Except as would not, individually or in the aggregate, have a Partnership Material Adverse Effect, no Proceedings are pending or, to the knowledge of the Partnership Parties, threatened to which any Partnership Party is or may become a party that questions or involves the validity or enforceability of any of its obligations under this Agreement or seeks to prevent or delay, or damages in connection with, the consummation of the transactions contemplated hereby.
Laws and Regulations; Litigation. The Company is not in violation of or default under any law or regulation, or under any order of any court or federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality having jurisdiction over the Company and, except to the extent set forth on Schedule 2.14, there are no claims, actions, suits, proceedings, or responses to or rejections of any required or voluntary filing or submission, pending, or threatened against or affecting the Company, at law or in equity, or before or by any federal, state, municipal or other governmental department, commission board, bureau, agency or instrumentality having jurisdiction over the Company. The Company has conducted and is conducting its business in compliance with, and is in compliance with the requirements, standards, criteria and conditions set forth in applicable federal, state and local statutes, ordinances, permits, licenses, orders, approvals, variances, rules and regulations and is not in violation of any of the foregoing and has incurred no liability under the foregoing which might materially adversely affect the business, operations, affairs, prospects, properties, assets, profits or condition (financial or otherwise) of the Company. Neither the execution and delivery of this Agreement, the consummation of the transactions contemplated herein, nor the compliance with the terms and provisions hereof or thereof will conflict with or result in a breach of any of the terms, conditions or provisions of any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge, or other restriction of any government, governmental agency, or court to which the Company or either Principals is subject, including but not limited to federal and state securities laws, or any provision of the charter or by-laws of the Company; or conflict with, result in a breach of, constitute a default under, result in the acceleration of, create in any party the right to accelerate, terminate, modify, or cancel, or require any notice under any agreement, contract, lease, license, instrument, or other arrangement to which either Principal or the Company is a party or by which either is bound or to which any of any of their assets are subject.
Laws and Regulations; Litigation. Except as set forth in Schedule 3.5, there are no pending or, to Western’s Knowledge, threatened claims, fines, actions, suits, litigation, demands, assertions, hearings, audits, investigations, complaints, protests or proceedings (whether civil, criminal, administrative or investigative) or any arbitration or binding dispute resolution proceeding (collectively, “Litigation”) against SPPR or Western, or against or affecting the Contributed Assets or the ownership and operation of the Contributed Assets (other than Litigation under any Environmental Law, which is the subject of Section 3.6) that (i) would, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect or (ii) seek any material injunctive relief with respect to the Contributed Assets. None of the Contributed Assets is the subject of any violation of or default under any Law (other than Environmental Laws, which are the subject of Section 3.6) of any Governmental Authority applicable to it, other than any noncompliance which is not material to the Contributed Assets. No Litigation is pending or, to Western’s Knowledge, threatened to which Western or any of its Subsidiaries is or may become a party that questions or involves the validity or enforceability of any of its respective obligations under this Agreement or the other Transaction Documents or seeks to prevent or delay, or damages in connection with, the consummation of the transactions contemplated by this Agreement and the other Transaction Documents.
Laws and Regulations; Litigation. Except as set forth in Schedule 3.5 there are no pending or, to the Contributor’s Knowledge, threatened claims, fines, actions, suits, litigation, demands, assertions, hearings, audits, investigations or proceedings (whether civil, criminal, administrative or investigative) or any arbitration or binding dispute resolution proceeding (collectively, “Litigation”) against the Contributor or VEX or any of their respective properties as a result of or in connection with the ownership and operation of the Business or the Contributed Interests (other than Litigation under any Environmental Law, which is the subject of Section 3.6) that (i) would be reasonably expected to have a Material Adverse Effect or (ii) seek any material injunctive relief with respect to the Business. The Business is, and, during the last eight (8) months for the VEX Pipeline and during the last twelve (12) months for the POV Terminal Facilities, has been, in compliance with all Laws (other than Environmental Laws, which are the subject of Section 3.6) of any Governmental Authority applicable to it, other than any noncompliance which is not material to the Business. No Litigation is pending or, to the Contributor’s Knowledge, threatened to which the Contributor or any of its Affiliates is or may become a party that questions or involves the validity or enforceability of any of its respective obligations under this Agreement or the other Transaction Documents or seeks to prevent or delay, or damages in connection with, the consummation of the Transactions.
Laws and Regulations; Litigation. There are no pending or, to MPLX’s Knowledge, threatened claims, fines, actions, suits, demands, investigations or proceedings or any arbitration or binding dispute resolution proceeding (collectively, “Litigation”) against any of MPLX, Wholesale or Transport or against or affecting the Wholesale Membership Interests, or the ownership of the Wholesale Membership Interests that (a) have, or would be likely to have, a Material Adverse Effect or (b) seek any material injunctive relief with respect to the Wholesale Membership Interests. Except as would not, individually or in the aggregate, have a Material Adverse Effect, none of Wholesale or Transport is in violation of or in default under any municipal, state or federal ordinance, law (including common law), rule or regulation or under any order of any Governmental Authority.
Laws and Regulations; Litigation. (a) Except as set forth in Section 3.7(a) of the Disclosure Schedule, the Xxxxxx LLCs, the Subsidiaries, and their respective properties and operations are and have at all times, during the period owned by HEP, been in compliance in all material respects with all laws, statutes, ordinances, rules or regulations (not including any Environmental Laws that are the subject of Section 3.20), and all orders of any court or federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality (not including any such body related to or that specifically regulate Environmental Laws that are the subject of Section 3.20) (a “Governmental Authority”) applicable to them.
Laws and Regulations; Litigation. Except as set forth in Schedule 3.5, there are no pending or, to Antero’s knowledge, threatened claims, fines, actions, suits, demands, investigations or proceedings or any arbitration or binding dispute resolution proceeding (collectively, “Litigation”) against Antero Water, or against or affecting the Business or the Water Assets or the ownership and operation of the Business or the Water Assets (other than Litigation under any Environmental Law, which is the subject of Section 3.6) that (i) would individually, or in the aggregate, have a Material Adverse Effect or (ii) seek any material injunctive relief with respect to the Business or the Water Assets. Except as would not, individually or in the aggregate, have a Material Adverse Effect, Antero Water is not in violation of or in default under any law or regulation or under any order (other than Environmental Laws, which are the subject of Section 3.6) of any Governmental Authority applicable to it. Except as would not, individually or in the aggregate, have a Material Adverse Effect, no Litigation is pending or, to Antero’s knowledge, threatened to which Antero or any of its Subsidiaries is or may become a party that questions or involves the validity or enforceability of any of its respective obligations under this Agreement or seeks to prevent or delay, or seeks substantial damages in connection with, the consummation of the transactions contemplated hereby.
Laws and Regulations; Litigation. Except as set forth in Schedule 3.5 there are no pending or, to ALJ’s Knowledge, threatened claims, fines, actions, suits, litigation, demands, assertions, hearings, audits, investigations or proceedings (whether civil, criminal, administrative or investigative) or any arbitration or binding dispute resolution proceeding (collectively, “Litigation”) against ALJ or any of its Subsidiaries (including ARKS) relating to or affecting the Business or the Refining Assets or the ownership and operation of the Business, the Refining Assets or the Contributed Interests. Each of ARKS and the Business is, and during the last three years has been, in compliance with all Laws of any Governmental Authority applicable to it, other than any noncompliance which is not material to ARKS or the Business. No Litigation is pending or, to ALJ’s Knowledge, threatened to which ALJ or any of its Subsidiaries is or may become a party that questions or involves the validity or enforceability of any of its respective obligations under this Agreement or the other Transaction Documents or seeks to prevent or delay, or damages in connection with, the consummation of the transactions contemplated by this Agreement and the other Transaction Documents.
