Certificate of Formation and Limited Liability Company Agreement of the Surviving Entity. (a) As of the Effective Time, the Certificate of Formation of Merger Sub in effect immediately prior to the Effective Time shall remain unchanged and shall be the certificate of formation of the Surviving Entity from and after the Effective Time, except that the name of the Surviving Entity shall be “Cheniere Energy Partners LP Holdings, LLC”, and thereafter may be amended as provided therein or by applicable Law, in each case consistent with the obligations set forth in Section 5.9. (b) As of the Effective Time, the Limited Liability Company Agreement of Merger Sub as in effect immediately prior to the Effective Time shall remain unchanged and shall be the limited liability company agreement of the Surviving Entity from and after the Effective Time, except that the name of the Surviving Entity shall be “Cheniere Energy Partners LP Holdings, LLC”, and thereafter may be amended as provided therein or by applicable Law, in each case consistent with the obligations set forth in Section 5.9.
Appears in 3 contracts
Samples: Merger Agreement (Cheniere Energy Inc), Merger Agreement (Cheniere Energy Inc), Merger Agreement (Cheniere Energy Partners LP Holdings, LLC)
Certificate of Formation and Limited Liability Company Agreement of the Surviving Entity. (a) As of the Effective Time, the Certificate of Formation of Merger Sub the Company as in effect immediately prior to the Effective Time shall remain unchanged and shall be the certificate of formation of the Surviving Entity from and after the Effective Time, except that the name of the Surviving Entity shall be “Cheniere Energy Partners LP Holdings, LLC”, and thereafter may be amended as provided therein or by applicable Applicable Law, in each case consistent with the obligations set forth in Section 5.9Section 5.11.
(b) As of the Effective Time, the Limited Liability Company LLC Agreement of Merger Sub as in effect immediately prior to the Effective Time shall remain unchanged and shall be the limited liability company agreement of the Surviving Entity from and after the Effective Time, except that the name of the Surviving Entity shall be “Cheniere Energy Partners LP Holdings, LLC”, and thereafter may be amended as provided therein or by applicable Applicable Law, in each case consistent with the obligations set forth in Section 5.9Section 5.11.
Appears in 2 contracts
Samples: Merger Agreement (Transocean Ltd.), Agreement and Plan of Merger (Transocean Partners LLC)