Common use of Licenses; Permits Clause in Contracts

Licenses; Permits. Except as set forth in Disclosure Schedule 3.12: (a) SemCrude Pipeline and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline have all licenses, permits and authorizations issued or granted by Governmental Authorities (collectively, “Permits”) that are material and necessary for the conduct of SemCrude Pipeline’s and White Cliffs Pipeline’s businesses as they are now being conducted, (b) all such Permits are validly held by SemCrude Pipeline and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline and are in full force and effect in all material respects, (c) SemCrude Pipeline and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline have complied in all material respects with the terms and conditions of such Permits and (d) such Permits will not be subject to suspension, modification, revocation or non-renewal as a result of the execution and delivery of this Agreement and the Contributing Parties Ancillary Documents or the consummation of the transactions contemplated hereby or thereby, except as would not, individually or in the aggregate, have (or be reasonably expected to have) a Material Adverse Effect (including such Permits that are not customarily obtained prior to the Closing and are reasonably expected to be obtained in the ordinary course of business consistent with past practices following the Closing). No proceeding is pending or, to the Contributing Parties’ Knowledge, threatened with respect to any alleged failure by SemCrude Pipeline or White Cliffs Pipeline to have any material Permit necessary for the operation of any of SemCrude Pipeline’s or White Cliffs Pipeline’s assets or the conduct of their respective businesses or to be in material compliance therewith. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this Section 3.12 relating to Environmental Permits, which are exclusively addressed in Section 3.11.

Licenses; Permits. Except as set forth in Disclosure Schedule 3.123.11: (a) SemCrude Pipeline andQEPFS has, to and on the Contributing Parties’ KnowledgeClosing Date the Company will have, White Cliffs Pipeline have all licenses, permits and authorizations issued or granted by Governmental Authorities (collectively, “Permits”) that are material and necessary for the conduct of SemCrude Pipeline’s and White Cliffs Pipeline’s businesses the Business as they are it is now being conducted, (b) all such Permits are validly held by SemCrude Pipeline andQEPFS, to and as of the Contributing Parties’ KnowledgeClosing Date will be held by the Company, White Cliffs Pipeline and are in full force and effect in all material respects, (c) SemCrude Pipeline and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline have QEPFS has complied in all material respects with the terms and conditions of such Permits and (d) such Permits will not be subject to suspension, modification, revocation or non-renewal as a result of the execution and delivery of this Agreement and the Contributing Parties QEPFS Ancillary Documents or the consummation of the transactions contemplated hereby or thereby, except as would not, individually or in the aggregate, have (or not be reasonably expected to have) a Material Adverse Effect considered material (including such Permits that are not customarily obtained prior to the Closing and are reasonably expected to be obtained in the ordinary course of business consistent with past practices following the ClosingClosing of the transactions contemplated by this Agreement or the closing of the Initial Conveyance). No proceeding is pending or, to the Contributing Parties’ QEPFS’s Knowledge, threatened with respect to any alleged failure by SemCrude Pipeline or White Cliffs Pipeline QEPFS to have any material Permit necessary for the operation of any of SemCrude Pipeline’s or White Cliffs Pipeline’s assets the Processing Assets or the conduct of their respective businesses the Business or to be in material compliance therewith. Notwithstanding the foregoing, the Contributing Parties make QEPFS makes no representation or warranty, express or implied, under this Section 3.12 3.11 relating to Environmental Permits, which are exclusively addressed in Section 3.113.10.

Licenses; Permits. Except as set forth in Disclosure Schedule 3.12: (a) SemCrude Pipeline and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline GMH, GMP LLC and Wattenberg Holding have all licenses, permits and authorizations issued or granted by Governmental Authorities (collectively, “Permits”) that are material and necessary for the conduct of SemCrude PipelineGMH’s, GMP LLC’s and White Cliffs PipelineWattenberg Holding’s businesses as they are now being conducted, (b) all such Permits are validly held by SemCrude Pipeline GMH and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline by Wattenberg Holdings and GMP LLC are in full force and effect in all material respects, (c) SemCrude Pipeline GMH and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline Wattenberg Holdings and GMP LLC have complied in all material respects with the terms and conditions of such Permits and (d) such Permits will not be subject to suspension, modification, revocation or non-renewal as a result of the execution and delivery of this Agreement and the Contributing Parties Ancillary Documents or the consummation of the transactions contemplated hereby or thereby, except as would not, individually or in the aggregate, have (or be reasonably expected to have) a Material Adverse Effect (including such Permits that are not customarily obtained prior to the Closing and are reasonably expected to be obtained in the ordinary course of business consistent with past practices following the Closing). No proceeding is pending or, to the Contributing Parties’ Knowledge, threatened with respect to any alleged failure by SemCrude Pipeline GMH, GMP LLC or White Cliffs Pipeline Wattenberg Holding to have any material Permit necessary for the operation of any of SemCrude PipelineGMH’s, GMP LLC’s or White Cliffs PipelineWattenberg Holding’s assets or the conduct of their respective businesses or to be in material compliance therewith. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this Section 3.12 relating to Environmental Permits, which are exclusively addressed in Section 3.11.