Common use of Deliveries by the Partnership Clause in Contracts

Deliveries by the Partnership. At the Closing, the Partnership and the General Partner will deliver (or cause to be delivered) the following: (a) the Cash Consideration, by wire transfer of immediately available funds to an account specified by Western; (b) the New Common Units, by issuance of such New Common Units (in book-entry form) to SPPR, by instruction to the Partnership’s transfer agent or otherwise, and evidence of such issuance that is reasonably satisfactory to Western; (c) a counterpart to the Xxxx of Sale, Assignment and Assumption Agreement, duly executed by WRT; (d) a counterpart to the Terminalling, Transportation and Storage Services Agreement, duly executed by WRT; (e) a counterpart to the Access Agreement, duly executed by WRT; (f) a counterpart to the Memorandum, in sufficient duplicate originals to allow recording in all applicable real property recording offices, duly executed by WRT; (g) the Partnership Closing Certificate, duly executed by an officer of the General Partner; (h) a counterpart to the Cottage Grove Deed, in sufficient duplicate originals to allow recording in all applicable real property recording offices, duly executed by WRT; (i) a counterpart to the Refinery Deed, duly executed by WRT; (j) a counterpart to the Pipeline Conveyance, in sufficient duplicate originals to allow recording in all applicable real property recording offices, duly executed by WRT; and (k) such other documents, certificates and other instruments (to the extent the Partnership, the General Partner or any of their respective Subsidiaries is a party thereto) provided for by this Agreement.

Deliveries by the Partnership. At the Closing, the Partnership and the General Partner will deliver (or cause to be delivered) the following: (a) the Cash Consideration, by wire transfer of immediately available funds to an account specified by WesternP66 Company; (b) the New Common Units, by issuance of such New Common Units (in book-entry form) to SPPRP66 Company, by instruction to the Partnership’s transfer agent or otherwise, and evidence of such issuance that is reasonably satisfactory to Western; (c) a counterpart the New GP Units, by issuance of such New GP Units (in certificated or book-entry form) to the Xxxx of SaleGeneral Partner, Assignment and Assumption Agreement, duly executed by WRTinstruction to the Partnership’s transfer agent or otherwise; (d) a counterpart to the Terminalling, Transportation and Storage Services AgreementAssignment of Note, duly executed by WRTthe Partnership; (e) a counterpart to the Access AgreementOmnibus Agreement Amendment, duly executed by WRTthe Partnership, the General Partner, Holdings and Carrier; (f) a counterpart to the Memorandum, in sufficient duplicate originals to allow recording in all applicable real property recording officesOperational Services Agreement Amendment, duly executed by WRTHoldings and Carrier; (g) a counterpart to the Terminal Services Agreement (Bayway), duly executed by Holdings; (h) a counterpart to the Terminal Services Agreement (Ferndale), duly executed by Holdings; (i) a counterpart to the Shared Services Agreement (Bayway) duly executed by Holdings; (j) a counterpart to the Shared Services Agreement (Ferndale) duly executed by Holdings; (k) a counterpart to the Lease duly executed by Holdings; (l) a counterpart to the Assignment, Assumption and Xxxx of Sale duly executed by Holdings and Carrier; (m) the Partnership Closing Certificate, duly executed by an officer of the General Partner; (h) a counterpart to the Cottage Grove Deed, in sufficient duplicate originals to allow recording in all applicable real property recording offices, duly executed by WRT; (i) a counterpart to the Refinery Deed, duly executed by WRT; (j) a counterpart to the Pipeline Conveyance, in sufficient duplicate originals to allow recording in all applicable real property recording offices, duly executed by WRT; and (kn) such other documents, certificates and other instruments (as may be reasonably requested by P66 Company prior to the extent Closing Date to carry out the Partnership, the General Partner or any intent and purposes of their respective Subsidiaries is a party thereto) provided for by this Agreement.

Deliveries by the Partnership. At Concurrently with the Closingdelivery of this Agreement, the Partnership and the General Partner will deliver is delivering (or cause causing to be delivered) the following: (a) the Cash Consideration, by wire transfer of immediately available funds to an account specified by Western; (b) the New Common Units, by issuance of such New Common Units (in book-entry form) to SPPRWRSW, by instruction to the Partnership’s transfer agent or otherwise, and evidence of such issuance that is reasonably satisfactory to Western; (c) the New TexNew Mex Units, by issuance of such New TexNew Mex Units (in book-entry form) to WRSW, by instruction to the Partnership’s transfer agent or otherwise, and evidence of such issuance that is reasonably satisfactory to Western; (d) a counterpart to the Xxxx of Sale, Assignment and Assumption Agreement, duly executed by WRTWRP; (de) a counterpart to the Terminalling, Transportation and Storage Services Second A&R Partnership Agreement, duly executed by WRT; (e) a counterpart to the Access Agreement, duly executed by WRTGeneral Partner; (f) a counterpart to the Memorandum, in sufficient duplicate originals Amendment to allow recording in all applicable real property recording officesthe Pipeline and Gathering Services Agreement, duly executed by WRTWRP; (g) a counterpart to the Partnership Closing CertificateTermination of the License Agreement, duly executed by an officer of the General PartnerWRP; (h) a counterpart counterparts to the Cottage Grove Deed, in sufficient duplicate originals to allow recording in all applicable real property recording officesConveyances, duly executed by WRT; (i) a counterpart to the Refinery Deed, duly executed by WRT; (j) a counterpart to the Pipeline Conveyance, in sufficient duplicate originals to allow recording in all applicable real property recording offices, duly executed by WRTWRP; and (ki) such other documents, certificates and other instruments (to the extent the Partnership, the General Partner or any of their respective Subsidiaries is a party thereto) provided for by this Agreement.

Deliveries by the Partnership. At the Closing, the Partnership and the General Partner will deliver (or cause to be delivered) the following: (a) the Cash Consideration, by wire transfer of immediately available funds to an account specified by Western; (b) the New Common Units, by issuance of such New Common Units (in book-entry form) to SPPR, by PDI pursuant to instruction to the Partnership’s transfer agent or otherwise; (b) the New GP Units, and evidence by issuance of such issuance that is reasonably satisfactory New GP Units (in certificated or book-entry form) to Westernthe General Partner pursuant to instruction to the Partnership’s transfer agent or otherwise; (c) a counterpart to the Xxxx Assignment of Sale, Assignment and Assumption AgreementInterests, duly executed by WRTthe Partnership, the General Partner and Holdings; (d) a counterpart to the Terminalling, Transportation and Storage Services AgreementAssignment of Term Note, duly executed by WRTthe Partnership; (e) a counterpart to the Access AgreementOmnibus Agreement Amendment, duly executed by WRTthe Partnership, the General Partner and Holdings; (f) a counterpart to the Memorandum, in sufficient duplicate originals to allow recording in all applicable real property recording officesAmended and Restated Operational Services Agreement, duly executed by WRTHoldings and Carrier; (g) a counterpart to the Amended and Restated Lease, duly executed by MSLP; (h) a counterpart to the Amended and Restated Tolling Services Agreement, duly executed by MSLP; (i) a counterpart to the Amended and Restated Shared Services Agreement, duly executed by MSLP; (j) the Partnership Closing Certificate, duly executed by an officer of the General Partner; (h) a counterpart to the Cottage Grove Deed, in sufficient duplicate originals to allow recording in all applicable real property recording offices, duly executed by WRT; (i) a counterpart to the Refinery Deed, duly executed by WRT; (j) a counterpart to the Pipeline Conveyance, in sufficient duplicate originals to allow recording in all applicable real property recording offices, duly executed by WRT; and (k) such other documents, certificates and other instruments (as may be reasonably requested by the P66 Parties prior to the extent Closing Date to carry out the Partnership, the General Partner or any intent and purposes of their respective Subsidiaries is a party thereto) provided for by this Agreement.