Common use of Approvals; No Conflicts Clause in Contracts

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders or any class of directors, whether interested or disinterested, of the Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement, (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents and (iii) the filing of any document with the SEC, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of the Parent Guarantor or the Borrower or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the Parent Guarantor or the Borrower or its Properties, or give rise to a right thereunder to require any payment to be made by the Parent Guarantor or the Borrower and (d) will not result in the creation or imposition of any Lien on any Property of the Parent Guarantor or the Borrower (other than the Liens created by the Loan Documents).

Appears in 4 contracts

Samples: Credit Agreement (Goodrich Petroleum Corp), Credit Agreement (Goodrich Petroleum Corp), Credit Agreement (Goodrich Petroleum Corp)

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Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders the members or any class of directorsdirectors of the Parent, whether interested or disinterested, of the Borrower or any other Person, whether interested or disinterested), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) effect, and except for the filing and recording and filing of the Security Instruments as required by this Agreement, (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on perfect the enforceability of the Loan Documents and (iii) the filing of any document with the SECLiens created hereby, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of the Parent Guarantor or Parent, the Borrower or any of its Subsidiaries or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the Parent Guarantor or Parent, the Borrower or its any of their Subsidiaries or their Properties, or give rise to a right thereunder to require any payment to be made by the Parent Guarantor or Parent, the Borrower or such Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the Parent Guarantor or Parent, the Borrower or any of its Subsidiaries (other than the Liens created by the Loan Documents).

Appears in 4 contracts

Samples: Credit Agreement (EV Energy Partners, LP), Credit Agreement (EV Energy Partners, LP), Credit Agreement (EV Energy Partners, LP)

Approvals; No Conflicts. The Subject to the entry of the DIP Order, the Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders the members or any class of directors, whether interested or disinterested, directors of the Borrower or any other Person, whether interested or disinterested), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated therebyTransactions, except such as have been obtained or made and are in full force and effect other than (i) effect, and except for the filing and recording and filing of the Security Instruments to perfect the Liens as required by this Agreement, (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on Agreement and the enforceability of the Loan Documents and (iii) the filing of any document with the SECapplicable DIP Order, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of the Parent Guarantor or the Borrower any Debtor or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the Parent Guarantor or the Borrower any Debtor or its Properties, or give rise to a right thereunder to require any payment to be made by the Parent Guarantor or the Borrower such Debtor and (d) will not result in the creation or imposition of any Lien on any Property of the Parent Guarantor or the Borrower any Debtor (other than the Liens and security interests in favor of the Agent (or any designee) created by the Loan Documents).

Appears in 3 contracts

Samples: Dip Credit Agreement (Legacy Reserves Inc.), Dip Credit Agreement (Legacy Reserves Inc.), Credit Agreement (Legacy Reserves Inc.)

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders the members or any class of directors, whether interested or disinterested, directors of the Borrower or any other Person, whether interested or disinterested), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Term Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) effect, and except for the filing and recording and filing of the Term Loan Security Instruments as required by this Agreement, (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on perfect the enforceability of the Loan Documents and (iii) the filing of any document with the SECLiens created hereby, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of the Parent Guarantor Borrower or the Borrower any of its Subsidiaries or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the Parent Guarantor or the Borrower or any of its Subsidiaries or their Properties, or give rise to a right thereunder to require any payment to be made by the Parent Guarantor Borrower or the Borrower such Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the Parent Guarantor Borrower or the Borrower any of its Subsidiaries (other than the Liens created by the Term Loan Documents).

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Legacy Reserves Inc.), Term Loan Credit Agreement (Legacy Reserves Lp)

Approvals; No Conflicts. The After giving effect to the Confirmation Order and the Plan of Reorganization, the Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders the members or any class of directorsdirectors of any Group Member or any other Person, whether interested or disinterested, of the Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording effect, and filing of the Security Instruments as required by this Agreement, (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents and (iii) except for the filing and recording of any document with Security Documents to perfect the SECLiens created hereby, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of the Parent Guarantor any Group Member or the Borrower any of their Subsidiaries or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the Parent Guarantor any Group Member or the Borrower any of their Subsidiaries or its their respective Properties, or give rise to a right thereunder to require any payment to be made by the Parent Guarantor any Group Member or the Borrower any of their Subsidiaries and (d) will not result in the creation or imposition of any Lien on any Property of the Parent Guarantor any Group Member or the Borrower any of their Subsidiaries (other than the Liens created by the Loan Documents).

Appears in 1 contract

Samples: Credit Agreement (Harvest Oil & Gas Corp.)

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders holders of its Equity Interests or any class of directors, managers or supervisors, as applicable, whether interested or disinterested, of the Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement, (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents and (iii) the filing of any document with the SEC, (b) will not violate any applicable law or regulation or the charter, by-laws by laws, limited liability company agreements or other organizational documents of the Parent Guarantor Borrower or the Borrower any Subsidiary or any order of any Governmental Authority, and (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the Parent Guarantor Borrower or the Borrower it Subsidiaries or its Properties, or give rise to a right thereunder to require any payment to be made by the Parent Guarantor Borrower or the Borrower its Subsidiaries and (d) will not result in the creation or imposition of any Lien on any Property of the Parent Guarantor Borrower or the Borrower its Subsidiaries (other than the Liens created by the Loan Documents).

Appears in 1 contract

Samples: Credit Agreement (Diamondback Energy, Inc.)

Approvals; No Conflicts. The Transactions (aii) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders the members or any class of directors, whether interested or disinterested, directors of the Borrower or any other Person, whether interested or disinterested), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) effect, and except for the filing and recording and filing of the Security Instruments as required by this Agreementto perfect the Liens created hereby, (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents and (iii) the filing of any document with the SEC, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of the Parent Guarantor Borrower or the Borrower any of its Subsidiaries or any order of any Governmental Authority, (civ) will not violate or result in a default under any indenture, agreement or other instrument binding upon the Parent Guarantor or the Borrower or any of its Subsidiaries or their Properties, or give rise to a right thereunder to require any payment to be made by the Parent Guarantor Borrower or the Borrower such Subsidiary and (dv) will not result in the creation or imposition of any Lien on any Property of the Parent Guarantor Borrower or the Borrower any of its Subsidiaries (other than the Liens created by the Loan Documents).

Appears in 1 contract

Samples: Credit Agreement (Legacy Reserves Lp)

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders the members or any class of directors, whether interested or disinterested, directors of the Borrower or any other Person, whether interested or disinterested), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) effect, and except for the filing and recording and filing of the Security Instruments as required by this Agreement, (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on perfect the enforceability of the Loan Documents and (iii) the filing of any document with the SECLiens created hereby, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of the Parent Guarantor Borrower or the Borrower any of its Subsidiaries or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the Parent Guarantor or the Borrower or any of its Subsidiaries or their Properties, or give rise to a right thereunder to require any payment to be made by the Parent Guarantor Borrower or the Borrower such Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the Parent Guarantor Borrower or the Borrower any of its Subsidiaries (other than the Liens created by the Loan Documents).. Section 7.04

Appears in 1 contract

Samples: Credit Agreement (Linn Energy, LLC)

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Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders the members or any class of directors, whether interested or disinterested, directors of the Borrower or any other Person, whether interested or disinterested), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except (i) such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement, (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents and (iii) for the filing and recording of any document with Security Instruments to perfect the SECLiens created hereby and by Security Instruments, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of the Parent Guarantor Borrower or the Borrower any of its Subsidiaries or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the Parent Guarantor or the Borrower or any of its Subsidiaries or their Properties, or give rise to a right thereunder to require Credit Agreement Houston 3931255v.7 any payment to be made by the Parent Guarantor Borrower or the Borrower such Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the Parent Guarantor Borrower or the Borrower any of its Subsidiaries (other than the Liens created by the Loan Documents).

Appears in 1 contract

Samples: Credit Agreement (Linn Energy, LLC)

Approvals; No Conflicts. The Except as could not be reasonably expected to have a Material Adverse Effect, the Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders or any class of directors, whether interested or disinterested, of the Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement, (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents and (iii) the filing of any document with the SEC, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of the Parent Guarantor Borrower or the Borrower any Subsidiary or any order of any Governmental Authority, (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the Parent Guarantor or the Borrower or any Subsidiary or its PropertiesProperties (including, without limitation, any Permitted Debt Document), or give rise to a right thereunder to require any payment to be made by the Parent Guarantor Borrower or the Borrower such Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the Parent Guarantor Borrower or the Borrower any Subsidiary (other than the Liens created by the Loan Documents).

Appears in 1 contract

Samples: Credit Agreement (Teton Energy Corp)

Approvals; No Conflicts. The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders holders of its Equity Interests or any class of directors, managers or supervisors, as applicable, whether interested or disinterested, of the Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreement, (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents and (iii) the filing of any document with the SEC, (b) will not violate any applicable law or regulation or the charter, by-laws bylaws or other organizational documents of the Parent Guarantor Borrower or the Borrower any Subsidiary or any order of any Governmental Authority, and (c) will not violate or result in a default under any indenture, agreement or other instrument binding upon the Parent Guarantor or the Borrower or its any Subsidiary or any of their respective Properties, or give rise to a right thereunder to require any payment to be made by the Parent Guarantor Borrower or the Borrower any Subsidiary and (d) will not result in the creation or imposition of any Lien on any Property of the Parent Guarantor Borrower or the Borrower any Subsidiary (other than the Liens created by the Loan Documents).

Appears in 1 contract

Samples: Credit Agreement (New Source Energy Corp)

Approvals; No Conflicts. The Transactions execution, delivery and performance of the Credit Documents (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including members, partners, shareholders or any class of directors, whether interested or disinterested, of the Borrower or any other Person), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Document or the consummation of the transactions contemplated thereby, except such as have been obtained or made and are in full force and effect other than (i) and except for filings necessary to perfect the recording and filing of Liens created pursuant to the Security Instruments as required by this Agreement, (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents and (iii) the filing of any document with the SECCredit Documents, (b) will not violate any applicable law or regulation or contravene the charter, by-laws or other organizational documents terms of the Parent Guarantor or Organization Documents of the Borrower or any order of any Governmental Authorityits Subsidiaries, (c) will not violate any Requirement of Law applicable to the Borrower or any of its Subsidiaries (including, without limitation, section 5 of the Securities Act or Regulation T, U or X of the Board), (d) will not violate or result in a default under any indenture, agreement or other instrument binding upon the Parent Guarantor or the Borrower or any of its PropertiesSubsidiaries or its assets, or give rise to a right thereunder to require any payment to be made by the Parent Guarantor Borrower or the Borrower any of its Subsidiaries, and (de) will not result in the creation or imposition of any Lien on any Property asset of the Parent Guarantor Borrower or the Borrower any of its Subsidiaries (other than the Liens created by the Loan Credit Documents).

Appears in 1 contract

Samples: Credit Agreement (Advanced Environmental Recycling Technologies Inc)

Approvals; No Conflicts. The Transactions (ai) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any other third Person (including shareholders or any class of directors, whether interested or disinterested, of the Borrower or any other PersonBorrower), nor is any such consent, approval, registration, filing or other action necessary for the validity or enforceability of any Loan Transaction Document or the consummation of the transactions contemplated thereby, except except, in each case such as have been obtained or made and are in full force and effect other than (i) the recording and filing of the Security Instruments as required by this Agreementeffect, (ii) those third party approvals or consents which, if not made or obtained, would not cause a Default hereunder, could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect on the enforceability of the Loan Documents and (iii) the filing of any document with the SEC, (b) will not violate any applicable law or regulation Applicable Law or the charterBorrower’s certificate of formation, by-laws the Borrower LLC Agreement, or other organizational documents of the Parent Guarantor or the Borrower or any order of any Governmental Authority, (ciii) will not violate or result in a default under any indenture, agreement or other instrument binding upon the Parent Guarantor Borrower or the Borrower or its Properties, or give rise to a right thereunder to require any payment to be made by the Parent Guarantor or the Borrower Borrower, and (div) will not result in the creation or imposition of any Lien on any Property property of the Parent Guarantor or the Borrower (other than the Liens created by the Loan Documents).

Appears in 1 contract

Samples: Term Loan Agreement (Atp Oil & Gas Corp)

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