Direct Contribution of Contributed Assets Sample Clauses

Direct Contribution of Contributed Assets. For convenience, the Partnership hereby directs BlueStone and BNR to directly transfer and assign the Columbus Interest to MPP Operating pursuant to the Assignment and such other additional instruments and agreements as may be necessary to effect the same. Notwithstanding the terms of the Assignment, the Columbus Interest shall be deemed to have been contributed and transferred from BlueStone and BNR to the Partnership and, immediately thereafter, from the Partnership to MPP Operating.
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Direct Contribution of Contributed Assets. For convenience, the Partnership hereby directs WHT to directly transfer and assign the ETX Interest to MPP Operating pursuant to the Assignment and such other additional instruments and agreements as may be necessary to effect the same. Notwithstanding the terms of the Assignment, the ETX Interest shall be deemed to have been contributed and transferred from WHT to the Partnership and, immediately thereafter, from the Partnership to MPP Operating.
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Direct Contribution of Contributed Assets. For convenience and purposes of recording the Assignments in the applicable county and parish records where the Assets are located, the Partnership hereby directs Classic, Classic Hydrocarbons and Craton to directly transfer and assign all of Classic Hydrocarbon’s and Craton’s respective right, title and interest in and to the Assets to MPP Operating pursuant to the Assignments and such other additional instruments and agreements as may be necessary to effect the same. Notwithstanding the terms of the Assignments, such right, title and interest in and to the Assets shall be deemed to have been contributed and transferred from Classic Hydrocarbons and Craton to the Partnership and, immediately thereafter, from the Partnership to MPP Operating.
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Related to Direct Contribution of Contributed Assets

  • Contributed Assets In accordance with Section 704(c) of the Code, income, gain, loss and deduction with respect to any property contributed to the Company with an adjusted basis for federal income tax purposes different from the initial Asset Value at which such property was accepted by the Company shall, solely for tax purposes, be allocated among the Members so as to take into account such difference in the manner required by Section 704(c) of the Code and the applicable Regulations.

  • Defined Contribution Plan The Employer will establish the following Employer contribution programs in the existing salary deferral plans: » Beginning in 2006 and continuing throughout the term of the Agreement, a performance-based contribution

  • ALLOCATION OF CONTRIBUTIONS You may place your contributions in one fund or in any combination of funds, although your employer may place restrictions on investment in certain funds.

  • Defined Contribution Plans The Company does not maintain, contribute to or have any liability under (or with respect to) any employee plan which is a tax-qualified "defined contribution plan" (as defined in Section 3(34) of ERISA), whether or not terminated.

  • Initial Contribution The member agrees to make an initial contribution to the Company of $____________.

  • Purchase and Contribution Transferor agrees to contribute and Transferee agrees to acquire the Property for the Purchase Price.

  • Contribution Payment To the extent the indemnification provided for under any provision of this Agreement is determined (in the manner hereinabove provided) not to be permitted under applicable law, the Company, in lieu of indemnifying Indemnitee, shall, to the extent permitted by law, contribute to the amount of any and all Indemnifiable Liabilities incurred or paid by Indemnitee for which such indemnification is not permitted. The amount the Company contributes shall be in such proportion as is appropriate to reflect the relative fault of Indemnitee, on the one hand, and of the Company and any and all other parties (including officers and directors of the Company other than Indemnitee) who may be at fault (collectively, including the Company, the "Third Parties"), on the other hand.

  • Return of Contributions The General Partner shall not be personally liable for, and shall have no obligation to contribute or loan any monies or property to the Partnership to enable it to effectuate, the return of the Capital Contributions of the Limited Partners or Unitholders, or any portion thereof, it being expressly understood that any such return shall be made solely from Partnership assets.

  • Contribution Rights In order to provide for just and equitable contribution under the Act in any case in which: (i) any person entitled to indemnification under this Section 5 makes a claim for indemnification pursuant hereto but it is judicially determined (by the entry of a final judgment or decree by a court of competent jurisdiction and the expiration of time to appeal or the denial of the last right of appeal) that such indemnification may not be enforced in such case notwithstanding the fact that this Section 5 provides for indemnification in such case; or (ii) contribution under the Act, the Exchange Act or otherwise may be required on the part of any such person in circumstances for which indemnification is provided under this Section 5, then, and in each such case, the Company and the Underwriters shall contribute to the aggregate losses, liabilities, claims, damages and expenses of the nature contemplated by said indemnity agreement incurred by the Company and the Underwriters, as incurred, in such proportions that the Underwriters are responsible for that portion represented by the percentage that the underwriting discount appearing on the cover page of the Prospectus bears to the initial offering price appearing thereon and the Company is responsible for the balance; provided, that, no person guilty of a fraudulent misrepresentation (within the meaning of Section 11(f) of the Act) shall be entitled to contribution from any person who was not guilty of such fraudulent misrepresentation. Notwithstanding the provisions of this Section 5.3.1, no Underwriter shall be required to contribute any amount in excess of the amount by which the total price at which the Public Securities underwritten by it and distributed to the public were offered to the public exceeds the amount of any damages that such Underwriter has otherwise been required to pay in respect of such losses, liabilities, claims, damages and expenses. For purposes of this Section, each director, officer and employee of an Underwriter or the Company, as applicable, and each person, if any, who controls an Underwriter or the Company, as applicable, within the meaning of Section 15 of the Act shall have the same rights to contribution as the Underwriters or the Company, as applicable.

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