Common use of No Consents or Conflicts Clause in Contracts

No Consents or Conflicts. None of the offering, issuance and sale of the Units by the Partnership, the execution, delivery or performance of this Agreement or the Operative Agreements by the Martin Parties that are parties hereto or thereto, or the consummation ▇▇ ▇▇e transactions contemplated hereby and thereby (including the Transactions) (i) requires any consent, approval, authorization or other order of or registration, qualification or filing with, any court, regulatory body, administrative agency or other governmental body, agency or official (except (a) such as may be required for the registration of the Units under the Act, the inclusion of the Units on the NASDAQ National Market, the registration of the Common Units under the Securities Exchange Act of 1934 and the rules and regulations of the Commission thereunder (collectively, the "Exchange Act") and compliance with the securities or Blue Sky laws of various jurisdictions, all of which will be, or have been, effected in accordance with this Agreement and except for the NASD's clearance of the underwriting terms of the offering contemplated hereby as required under the NASD's Rules of Fair Practice, (b) as contemplated by the Contribution Agreement or (c) as disclosed in the Registration Statement), (ii) conflicts with or will conflict with or constitutes or will constitute a breach or violation of, or a default under, the certificate or agreement of limited partnership, limited liability company agreement, certificate or articles of incorporation or bylaws or other organizational documents of any of the Martin Parties or CFMSLP, (iii) conflicts with or will conflict with o▇ ▇▇▇▇titute or will constitute a breach or violation of, or a default under, any Existing Instrument to which any of the Martin Parties or CFMSLP is a party or by which any of their respectiv▇ ▇▇▇▇erties may be bound, (iv) violates or will violate any statute, law, regulation, ruling, filing, judgment, injunction, order or decree applicable to any of the Martin Parties or any of their properties, or (v) results in or will r▇▇▇▇▇ in the creation or imposition of any lien, encumbrance, security interest, equity, charge or claim upon any property or assets of any of the Martin Parties or CFMSLP pursuant to, or requires the consent of any o▇▇▇▇ ▇arty to, any Existing Instrument, except in case of (i), (iii), (iv) or (v) above, for such conflicts, breaches, defaults, liens, encumbrances, security interests, equities, charges or claims that will not, individually or in the aggregate, result in a Material Adverse Effect.

No Consents or Conflicts. None of the offering, issuance and sale of the Units by the Partnership, the execution, delivery or performance of this Agreement or the Operative Agreements by the Martin Parties that are parties hereto or theretoPartnership Entities and the ▇▇▇▇▇▇ Parties, or the consummation ▇▇ ▇▇e of the transactions contemplated hereby and thereby (including the Transactions) (i) requires any consent, approval, authorization or other order of or registration, qualification or filing with, any court, regulatory body, administrative agency or other governmental body, agency or official (except (a) such as may be required for the registration of the Units under the Act, the inclusion of the Units on the NASDAQ National Market, the registration of the Common Units under the Securities Exchange Act of 1934 and the rules and regulations of the Commission thereunder (collectively, the "Exchange Act") and compliance with the securities or Blue Sky laws of various jurisdictions, all of which will be, or have been, effected in accordance with this Agreement and except for the NASD's clearance of the underwriting terms of the offering contemplated hereby as required under the NASD's Rules of Fair Practice, Practice and (b) as contemplated by the Contribution Agreement or (c) as disclosed in the Registration Statement), (ii) conflicts with or will conflict with or constitutes or will constitute a breach or violation of, or a default under, the certificate or agreement of limited partnership, limited liability company agreement, certificate or articles of incorporation or bylaws or other organizational documents of any of the Martin Partnership Entities, the ▇▇▇▇▇▇ Parties or CFMSLP, (iii) conflicts with or will conflict with o▇ ▇▇▇▇titute or constitute or will constitute a breach or violation of, or a default under, any Existing Instrument to which any of the Martin Partnership Entities, the ▇▇▇▇▇▇ Parties or CFMSLP is a party or by which any of their respectiv▇ ▇▇▇▇erties respective properties may be bound, (iv) violates or will violate any statute, law, regulation, ruling, filing, judgment, injunction, order or decree applicable to any of the Martin Partnership Entities, the ▇▇▇▇▇▇ Parties or CFMSLP or any of their properties, or (v) results in or will r▇▇▇▇▇ result in the creation or imposition of any lien, encumbrance, security interest, equity, charge or claim upon any property or assets of any of the Martin Partnership Entities, the ▇▇▇▇▇▇ Parties or CFMSLP (other than the Permitted Liens, applicable securities laws and any restrictions set forth in the governing documents of the Partnership Entities, the ▇▇▇▇▇▇ Parties or CFMSLP) pursuant to, or requires the consent of any o▇▇▇▇ ▇arty other party to, any Existing InstrumentInstrument (except as noted above), except in case of (i), (iii), (iv) or (v) above, for such conflicts, breaches, defaults, liens, encumbrances, security interests, equities, charges or claims that will not, individually or in the aggregate, result in a Material Adverse Effect.

No Consents or Conflicts. None of the offering, issuance and sale of the Units by the Partnership, the execution, delivery or performance of this Agreement or the Operative Agreements by the Martin Parties that are parties hereto or theretoPartnership Entities and the M▇▇▇▇▇ Parties, or the consummation ▇▇ ▇▇e of the transactions contemplated hereby and thereby (including the Transactions) (i) requires any consent, approval, authorization or other order of or registration, qualification or filing with, any court, regulatory body, administrative agency or other governmental body, agency or official (except (a) such as may be required for the registration of the Units under the Act, the inclusion of the Units on the NASDAQ National Market, the registration of the Common Units under the Securities Exchange Act of 1934 and the rules and regulations of the Commission thereunder (collectively, the "Exchange Act") and compliance with the securities or Blue Sky laws of various jurisdictions, all of which will be, or have been, effected in accordance with this Agreement and except for the NASD's ’s clearance of the underwriting terms of the offering contemplated hereby as required under the NASD's ’s Rules of Fair Practice, Practice and (b) as contemplated by the Contribution Agreement or (c) as disclosed in the Registration Statement), (ii) conflicts with or will conflict with or constitutes or will constitute a breach or violation of, or a default under, the certificate or agreement of limited partnership, limited liability company agreement, certificate or articles of incorporation or bylaws or other organizational documents of any of the Martin Partnership Entities, the M▇▇▇▇▇ Parties or CFMSLP, (iii) conflicts with or will conflict with o▇ ▇▇▇▇titute or constitute or will constitute a breach or violation of, or a default under, any Existing Instrument to which any of the Martin Partnership Entities, the M▇▇▇▇▇ Parties or CFMSLP is a party or by which any of their respectiv▇ ▇▇▇▇erties respective properties may be bound, (iv) violates or will violate any statute, law, regulation, ruling, filing, judgment, injunction, order or decree applicable to any of the Martin Partnership Entities, the M▇▇▇▇▇ Parties or CFMSLP or any of their properties, or (v) results in or will r▇▇▇▇▇ result in the creation or imposition of any lien, encumbrance, security interest, equity, charge or claim upon any property or assets of any of the Martin Partnership Entities, the M▇▇▇▇▇ Parties or CFMSLP (other than the Permitted Liens, applicable securities laws and any restrictions set forth in the governing documents of the Partnership Entities, the M▇▇▇▇▇ Parties or CFMSLP) pursuant to, or requires the consent of any o▇▇▇▇ ▇arty other party to, any Existing InstrumentInstrument (except as noted above), except in case of (i), (iii), (iv) or (v) above, for such conflicts, breaches, defaults, liens, encumbrances, security interests, equities, charges or claims that will not, individually or in the aggregate, result in a Material Adverse Effect.