Contributions by Partners. Each Partner has contributed to the Partnership the cash or other property (if any) as set forth in the books and records of the Partnership. No Limited Partner will be required to make any additional Capital Contribution to the Partnership pursuant to this Agreement.
Contributions by Partners. (a) Prior to the Closing Date, each Partner has contributed or has been deemed to have contributed to the Partnership the cash or other property (if any) as set forth in the books and records of the Partnership.
(b) On the Closing Date, pursuant to and as described in the Restructuring Agreement, among other things, (i) the Partnership merged with Merger Sub, with the Partnership surviving, (ii) each Common Unit then outstanding (other than Common Units held by the GIP, HINDL, HIP and certain of their Affiliates) was converted into the right to receive one HESM Class A Share, (iii) the limited liability company interests in Merger Sub were converted into the right to receive 17,062,655 Common Units (the “Merger Sub Conversion”), (iv) New HESM GP LP contributed the non-economic general partner interest in HIP to the Partnership in exchange for two Common Units; (v) GIP contributed its 50% limited partner interest in HIP to the Partnership, as a Capital Contribution, in exchange for 114,876,309 Common Units and the right to receive approximately $300.9 million in cash; (vi) HINDL contributed its 49.9% limited partner interest in HIP and its 100% limited liability company interest HIP Holdings LLC, a Delaware limited liability company, which owns a 0.01% limited partner interest in HIP, to the Partnership, as a Capital Contribution, in exchange for 114,876,309 Common Units and the right to receive approximately $300.9 million in cash; and (vii) New HESM GP LP contributed 897,998 Subordinated Units, representing all of its Subordinated Units, and two Common Units, representing all of its Common Units, in each case, to the Public Company in exchange for, in the aggregate, 898,000 HESM Class A Shares.
(c) Except for the Capital Contributions made pursuant to Section 5.1(a) and (b), and for Capital Contributions required to be made by or on behalf of a Person acquiring Partnership Interests or Derivative Partnership Interests in connection with future issuances in accordance with Section 5.5, no Limited Partner will be required to make any additional Capital Contribution to the Partnership pursuant to this Agreement.
Contributions by Partners. Consistent with the principles of Treasury Regulation Section 1.83-6(d), if any Partner (or its successor) transfers property (including cash) to any Person who is an employee or other service provider of the Partnership Group and such Partner is not entitled to be reimbursed by (or otherwise elects not to seek reimbursement from) the Partnership for the value of such property, then for tax purposes (x) such property shall be treated as having been contributed to the Partnership by such Partner and (y) immediately thereafter the Partnership shall be treated as having transferred such property to the employee or other service provider. In addition, if any Partner (or its successor) transfers property (including cash) to any other Person in partial or full satisfaction of an obligation of the Partnership Group and such Partner is not entitled to be reimbursed by (or otherwise elects not to seek reimbursement from) the Partnership for the value of such property, then for tax purposes (x) such property shall be treated as having been contributed to the Partnership by such Partner and (y) immediately thereafter the Partnership shall be treated as having transferred such property to such Person.
Contributions by Partners. The initial capital of the Partnership shall be the aggregate amount of capital contributed by the General Partners and the Limited Partners as shown on Exhibit B hereto. Each such Partner shall contribute the amounts and at the times set forth opposite said Partner’s name on Exhibit B hereto. Notwithstanding anything in this Agreement to the contrary, CBL-GP shall keep records of additional capital contributions, if any, and shall amend Exhibit B from time to time or otherwise maintain appropriate records in order to reflect such additional capital contributions of the Partners pursuant to Section 2.2 below, if any, and each Partner’s additional capital contributions when aggregated with said Partner’s initial capital contribution to the Partnership, less distributions of capital made from time to time as permitted hereunder to said Partner, shall be referred to as said Partner’s “Capital Contribution.” The value of the Capital Contribution of Parisian-LP in the form of Parisian-LP’s and/or its Affiliates’ termination and deemed assignment of interests in the Xxxxxxxxxx Xxxx Lease, the Parisian Prior Lease and the XxXxx’x Lease (each as defined in Article III below) and the Capital Account of Parisian-LP resulting therefrom shall be as determined by agreement among Parisian-LP and the General Partners and, in the absence of such agreement, said items shall be determined in accordance with the procedures set forth in Article XIV below.
Contributions by Partners. Each payment, or contribution to fund a payment, that is made by any Partner or its successor with respect to the transfer of cash or other property to any employee or other service provider of the Partnership Group shall be treated as a Capital Contribution to the Partnership by such Partner in the amount of such payment.
Contributions by Partners. Each payment, or contribution to fund a payment, that is made by any Partner or its successor with respect to the transfer of cash or other property to any employee or other service provider of the Partnership Group shall be treated as a Capital Contribution to the Partnership by such Partner in the amount of such payment.”
(b) Article VI of the Partnership Agreement is hereby amended to add a new Subsection 6.1(d)(xiii) regarding allocation to reverse deemed Capital Contributions as follows:
Contributions by Partners
