Common use of Delay Right Clause in Contracts

Delay Right. Notwithstanding anything to the contrary herein, if the General Partner determines that the Partnership’s compliance with its obligations in this Section 7.12 would be detrimental to the Partnership because such registration would (x) materially interfere with a significant acquisition, reorganization or other similar transaction involving the Partnership, (y) require premature disclosure of material information that the Partnership has a bona fide business purpose for preserving as confidential or (z) render the Partnership unable to comply with requirements under applicable securities laws, then the Partnership shall have the right to postpone compliance with such obligations for a period of not more than six months; provided, however, that such right may not be exercised more than twice in any 24-month period.

Appears in 52 contracts

Samples: Limited Partnership Agreement, Agreement of Limited Partnership (MPLX Lp), Limited Partnership Agreement (Summit Midstream Partners, LP)

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Delay Right. Notwithstanding anything to the contrary herein, if the General Partner Conflicts Committee determines that the Partnership’s compliance with its obligations in this Section 7.12 would be detrimental to the Partnership because such registration would (x) materially interfere with a significant acquisition, reorganization or other similar transaction involving the Partnership, (y) require premature disclosure of material information that the Partnership has a bona fide business purpose for preserving as confidential or (z) render the Partnership unable to comply with requirements under applicable securities laws, then the Partnership shall have the right to postpone compliance with such obligations for a period of not more than six months; provided, however, provided that such right may not be exercised more than twice in any 24-month period.

Appears in 12 contracts

Samples: Limited Partnership Agreement (Delek Logistics Partners, LP), Agreement of Limited Partnership (Equitrans Midstream Corp), Agreement of Limited Partnership (EQM Midstream Partners, LP)

Delay Right. Notwithstanding anything to the contrary herein, if the General Partner determines that the Partnership’s compliance with its obligations in this Section 7.12 7.13 would be detrimental to the Partnership because such registration would (x) materially interfere with a significant acquisition, reorganization or other similar transaction involving the Partnership, (y) require premature disclosure of material information that the Partnership has a bona fide business purpose for preserving as confidential or (z) render the Partnership unable to comply with requirements under applicable securities laws, then the Partnership shall have the right to postpone compliance with such obligations for a period of not more than six months; provided, however, that such right may not be exercised more than twice in any 24-month period.

Appears in 8 contracts

Samples: Limited Partnership Agreement (Mach Natural Resources Lp), Agreement of Limited Partnership (Mach Natural Resources Lp), Agreement of Limited Partnership (TXO Energy Partners, L.P.)

Delay Right. Notwithstanding anything to the contrary herein, if the General Partner determines that the Partnership’s compliance with its obligations in this Section 7.12 would be detrimental to the Partnership because such registration would (x) materially interfere with a significant acquisition, reorganization or other similar transaction involving the Partnership, (y) require premature disclosure of material information that the Partnership has a bona fide business purpose for preserving as confidential or (z) render the Partnership unable to comply with requirements under applicable securities laws, then the Partnership shall have the right to postpone compliance with such obligations for a period of not more than six months; provided, however, provided that such right may not be exercised more than twice in any 24-month period.

Appears in 5 contracts

Samples: Limited Partnership Agreement, Limited Partnership Agreement (Southcross Energy Partners, L.P.), Agreement of Limited Partnership (OCI Resources LP)

Delay Right. Notwithstanding anything to the contrary herein, if the General Partner determines that the Partnership’s compliance with its obligations in this Section 7.12 would be detrimental to the Partnership because such registration would (x) materially interfere with a significant acquisition, reorganization or other similar transaction involving the Partnership, (y) require premature disclosure of material information that the Partnership has a bona fide business purpose for preserving as confidential or (z) render the Partnership unable to comply with requirements under applicable securities laws, then the Partnership shall have the right to postpone compliance with such obligations for a period of not more than six months; provided, however, that such right may not be exercised more than twice in any 24-month 24‑month period.

Appears in 3 contracts

Samples: Limited Partnership Agreement (Phillips 66 Partners Lp), Partnership Interests Restructuring Agreement (Phillips 66), Agreement of Limited Partnership (Summit Midstream Partners, LP)

Delay Right. Notwithstanding anything to the contrary hereinin this Agreement, if the General Partner determines that the Partnership’s compliance with its obligations in this Section 7.12 Agreement would be detrimental to the Partnership because such registration or an Underwritten Offering thereunder would (xa) materially interfere with a significant acquisition, reorganization or other similar transaction involving the Partnership, (yb) require premature disclosure of material information that the Partnership has a bona fide business purpose for preserving as confidential or (zc) render the Partnership unable to comply with requirements under applicable securities laws, then the Partnership shall have the right to postpone compliance with such obligations for a period of not more than six months; provided, however, that such right may not be exercised more than twice in any 24-month period.

Appears in 3 contracts

Samples: Purchase Agreement, Registration Rights Agreement (CNX Midstream Partners LP), Purchase Agreement (CNX Resources Corp)

Delay Right. Notwithstanding anything to the contrary herein, if the General Partner Conflicts Committee determines that the Partnership’s compliance with its obligations in this Section 7.12 would be detrimental to the Partnership because such registration would (x) materially interfere with a significant acquisition, reorganization or other similar transaction involving the PartnershipPartnership or the MLP, (y) require premature disclosure of material information that the Partnership has a bona fide business purpose for preserving as confidential or (z) render the Partnership unable to comply with requirements under applicable securities laws, then the Partnership shall have the right to postpone compliance with such obligations for a period of not more than six months; provided, however, provided that such right may not be exercised more than twice in any 24-month period.

Appears in 2 contracts

Samples: Limited Partnership Agreement (EQGP Holdings, LP), Limited Partnership Agreement (EQT GP Holdings, LP)

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Delay Right. Notwithstanding anything to the contrary herein, if the General Partner determines that the Partnership’s compliance with its obligations in this Section 7.12 would be detrimental to the Partnership because such registration would (x) materially interfere with a significant acquisition, reorganization or other similar transaction involving the Partnership, (y) require premature disclosure of material information that the Partnership has a bona fide business purpose for preserving as confidential or (z) render the Partnership unable to comply with requirements under applicable securities laws, then the Partnership shall have the right to postpone compliance with such obligations for a period of not more than six months; provided, however, that such right may not be exercised more than twice in any 24-24 month period.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Noble Midstream Partners LP), Limited Partnership Agreement (Noble Midstream Partners LP)

Delay Right. Notwithstanding anything to the contrary herein, if the General Partner Conflicts Committee determines that the Partnership’s compliance with its obligations in this Section ‎Section 7.12 would be detrimental to the Partnership because such registration would (x) materially interfere with a significant acquisition, reorganization or other similar transaction involving the Partnership, (y) require premature disclosure of material information that the Partnership has a bona fide business purpose for preserving as confidential or (z) render the Partnership unable to comply with requirements under applicable securities laws, then the Partnership shall have the right to postpone compliance with such obligations for a period of not more than six months; provided, however, provided that such right may not be exercised more than twice in any 24-month period.

Appears in 2 contracts

Samples: Exchange Agreement (Delek US Holdings, Inc.), Exchange Agreement (Delek Logistics Partners, LP)

Delay Right. Notwithstanding anything to the contrary herein, if the General Partner determines that the Partnership’s compliance with its obligations in this Section 7.12 would be detrimental to the Partnership because such registration would (x) materially interfere with a significant acquisition, reorganization or other similar transaction involving the Partnership, (y) require premature disclosure of material information that the Partnership has a bona fide business purpose for preserving as confidential or (z) render the Partnership unable to comply with requirements under applicable securities laws, then the Partnership shall have the right to postpone compliance with such obligations with respect to all but not less than all Holders for a period of not more than six three months; provided, however, that such right may not be exercised more than twice once in any 24twelve-month period.

Appears in 2 contracts

Samples: Limited Partnership Agreement, Limited Partnership Agreement (PennTex Midstream Partners, LP)

Delay Right. Notwithstanding anything to the contrary herein, if the General Partner determines that the Partnership’s compliance with its obligations in this Section 7.12 7.13 would be detrimental to the Partnership because such registration would (xi) materially interfere with a significant acquisitionAcquisition, reorganization or other similar transaction involving the Partnership, (yii) require premature disclosure of material information that the Partnership has a bona fide business purpose for preserving as confidential or (ziii) render the Partnership unable to comply with requirements under applicable securities laws, then the Partnership shall have the right to postpone compliance with such obligations for a period of not more than six months; provided, however, that such right may not be exercised more than twice in any 24-month period.

Appears in 1 contract

Samples: Limited Partnership Agreement (Peak Resources LP)

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