Common use of ASSUMPTION OF LIABILITIES AND OBLIGATIONS BY THE OPERATING PARTNERSHIP AND THE MLP Clause in Contracts

ASSUMPTION OF LIABILITIES AND OBLIGATIONS BY THE OPERATING PARTNERSHIP AND THE MLP. In connection with the contributions of the LPG Assets and the Subsidiary Interests to the Operating Partnership, the Operating Partnership hereby assumes and agrees to duly and timely pay, perform and discharge all obligations and liabilities associated with the Contributed Assets, that arise from and after the date of this Agreement, to the full extent that either of the Subsidiaries or POCC would have been obligated to pay, perform and discharge such obligations and liabilities in the future, were it not for the execution and delivery of this Agreement; provided, however, that said assumption and agreement to duly and timely pay, perform and discharge such obligations and liabilities shall not increase the obligation of the Operating Partnership with respect to such obligations and liabilities beyond that of POCC as to the LPG Assets, or the Subsidiaries as to the assets acquired by the Operating Partnership in such interest conveyed by any of POCC or the Subsidiaries. For purposes of this Agreement, the term "Contributed Assets" shall mean, collectively, the LPG Assets and the Subsidiary Interests.

ASSUMPTION OF LIABILITIES AND OBLIGATIONS BY THE OPERATING PARTNERSHIP AND THE MLP. In connection with the contributions of the LPG Assets and the Subsidiary Interests to the Operating Partnership, the Operating Partnership hereby assumes and agrees to duly and timely pay, perform and discharge all obligations and liabilities associated with the Contributed Assets, that arise from and after the date of this AgreementClosing Day Effective Time, to the full extent that either of the Subsidiaries or POCC would have been obligated to pay, perform and discharge such obligations and liabilities in the future, were it not for the execution and delivery of this Agreement; provided, however, that said assumption and agreement to duly and timely pay, perform and discharge such obligations and liabilities shall not increase the obligation of the Operating Partnership with respect to such obligations and liabilities beyond that of POCC as to the LPG Assets, or the Subsidiaries as to the assets acquired by the Operating Partnership in such interest conveyed by any of POCC or the Subsidiaries. For purposes of this Agreement, the term "Contributed Assets" shall mean, collectively, the LPG Assets and the Subsidiary Interests.