Contributions to the Partnership. At the Closing, upon the terms and subject to the conditions of this Agreement:
(a) SESI hereby agrees to transfer and assign to the Partnership, and the Partnership hereby receives and accepts from SESI effective as of the Closing Date, the SPN Interest, in exchange for an equity interest in the Partnership to be granted to SESI as described in the Amended and Restated Limited Partnership Agreement of the Partnership attached hereto as Exhibit A (the “A&R LP Agreement”); and
(b) SEI hereby agrees to transfer and assign to the Partnership, and the Partnership hereby receives and accepts from SEI effective as of the Closing Date, the DBH Interest, in exchange for an equity interest in the Partnership to be granted to SEI as described in the A&R LP Agreement.
Contributions to the Partnership. (a) The General Partner and the Limited Partners have previously made Capital Contributions for interests in the Partnership.
(b) Upon the subsequent issuance of any additional Limited Partner Interests by the Partnership, the General Partner shall be required to make additional Capital Contributions equal to 2/98ths of any amount contributed to the Partnership by the Limited Partners in exchange for such additional Limited Partner Interests. Except as set forth in the immediately preceding sentence and Article XII, the General Partner shall not be obligated to make any additional Capital Contributions to the Partnership.
Contributions to the Partnership. Section 2.1 Contributions; Issuance of Units
(a) Contributions by Parent and A&H Holding. Upon the terms and subject to the conditions contained in this Agreement, on the Closing Date:
Contributions to the Partnership. 13 Section 2.1 Contributions; Issuance of Units.....................................................13 Section 2.2 Closing Date Net Working Capital Adjustment..........................................14 Section 2.3 Post-Closing Adjustments.............................................................14 Section 2.4 Closing..............................................................................17 Section 2.5 Closing Deliveries...................................................................17 Section 2.6 Adjustment to Intercompany Indebtedness..............................................18
Contributions to the Partnership. (a) The General Partner and the Limited Partners have previously made Capital Contributions for interests in the Partnership.
(b) As of the Effective Date, pursuant to the Exchange Agreement, the Incentive Distribution Rights that were held by KNOT and were outstanding prior to the execution of this Agreement were contributed to the Partnership in exchange for 673,080 Class B Units (of which 84,135 are Class B-1 Units, 84,135 are Class B-2 Units, 84,135 are Class B-3 Units, 84,135 are Class B-4 Units, 84,135 are Class B-5 Units, 84,135 are Class B-6 Units, 84,135 are Class B-7 Units and 84,135 are Class B-8 Units) and 673,080 Common Units. Effective immediately following the aforementioned transactions, the Incentive Distribution Rights shall be cancelled and no longer exist.
Contributions to the Partnership. As and when the Partnership determines from time to time that it requires cash, each Partner hereby agrees that it shall make cash contributions to the Partnership in an amount equal to fifty percent of each such cash requirement.
Contributions to the Partnership. (a) On the Closing Date and pursuant to the Contribution and Conveyance Agreement, (i) TransCanada Border PipeLine contributed to the Partnership, as a Capital Contribution, all of its limited partner interest in the Intermediate Partnership in exchange for (A) a 1% general partner interest, (B) 3,200,000 Subordinated Units, (C) 14,286 Common Units, and (D) the Incentive Distribution Rights, (ii) TransCan Northern contributed to the Partnership, as a Capital Contribution, all of its limited partner interest in the Intermediate Partnership in exchange for 14,285,714 Common Units, (iii) the Partnership redeemed all of the Common Units issued to TransCanada Border PipeLine and TransCan Northern for cash, and (iv) TransCanada Border Pipeline transferred all of its interests in the Partnership and the Intermediate Partnership to the General Partner.
(b) Upon the issuance of any additional Limited Partner Interests by the Partnership (other than the issuance of the Common Units issued in the Initial Offering or pursuant to the Over-Allotment Option), the General Partner shall be required to make additional Capital Contributions equal to 1/99th of any amount contributed to the Partnership by the Limited Partners in exchange for such additional Limited Partner Interests. Except as set forth in the immediately preceding sentence and Article XII, the General Partner shall not be obligated to make any additional Capital Contributions to the Partnership.
Contributions to the Partnership. (a) Initial Contributions. None
Contributions to the Partnership. (a) The General Partner and the Limited Partners have previously made Capital Contributions for interests in the Partnership.
(b) Upon the issuance of any additional Limited Partner Interests by the Partnership (other than the issuance of the Common Units and modified Incentive Distribution Rights under this Agreement in exchange for the Incentive Distribution Rights under the Original Agreement pursuant to the Exchange Agreement), the General Partner shall be required to make additional Capital Contributions equal to 1/99th of any amount contributed to the Partnership by the Limited Partners in exchange for such additional Limited Partner Interests. Except as set forth in the immediately preceding sentence and Article XII, the General Partner shall not be obligated to make any additional Capital Contributions to the Partnership.
Contributions to the Partnership. (a) The General Partner and the Limited Partners have previously made Capital Contributions for interests in the Partnership. As of the date of this Agreement, the initial Class B Unitholder shall be issued 1,900,000 Class B Units in partial consideration for the transfer of the GTN Interest to the Partnership pursuant to the PSA (as defined in the Class B Unit Supplement). The General Partner shall make an additional Capital Contribution equal to 1/99th of the fair market value of the Class B Units as of the date of this Agreement, which is agreed to be $50/Unit.
(b) Upon the subsequent issuance of any additional Limited Partner Interests by the Partnership, the General Partner shall be required to make additional Capital Contributions equal to 1/99th of any amount contributed to the Partnership by the Limited Partners in exchange for such additional Limited Partner Interests. Except as set forth in the immediately preceding sentence and Article XII, the General Partner shall not be obligated to make any additional Capital Contributions to the Partnership.
