Common use of Distribution of Units Clause in Contracts

Distribution of Units. Any Units issued pursuant to this Agreement shall be held in book entry form and no certificates shall be issued therefor; provided, that certificates may be issued representing such Units at the request of the Participant and in accordance with the Partnership’s governing documents, as amended and supplemented from time to time. Notwithstanding anything herein to the contrary, (a) no payment shall be made under this Agreement in the form of Units unless such Units issuable upon such payment are then registered under the Securities Act of 1933, as amended (the “Securities Act”) or, if such Units are not then so registered, the Company has determined that such payment and issuance would be exempt from the registration requirements of the Securities Act, and (b) the Partnership shall not be required to issue or deliver any Units (whether in certificated or book-entry form) pursuant to this Agreement unless (i) such issuance and delivery are in compliance with all applicable laws and regulations and, if applicable, the requirements of any exchange on which the Units are listed or traded, and (ii) any consent or approval of any governmental or regulatory authority necessary or desirable as a condition to such issuance and delivery to the Participant (or his or her estate) has been obtained. Any certificates delivered pursuant to this Agreement shall be subject to any stop-transfer orders and other restrictions as the Company deems necessary or advisable to comply with federal, state or local securities or other laws, rules and regulations and the rules of any national securities exchange or automated quotation system on which the Units are listed, quoted or traded. The Company may place legends on any certificate to reference restrictions applicable to the Units. In addition to the terms and conditions provided herein, the Company may require that the Participant make such covenants, agreements and representations as the Company, in its sole discretion, deems advisable in order to comply with any such laws, regulations or requirements. The Company shall have the right to require the Participant to comply with any timing or other restrictions with respect to the settlement of any RPUs pursuant to this Agreement, including a window-period limitation, as may be imposed in its discretion. No fractional Units shall be issued or delivered pursuant to the RPUs.

Appears in 6 contracts

Samples: Restricted Phantom Unit Agreement (Breitburn Energy Partners LP), Restricted Phantom Unit Agreement (Breitburn Energy Partners LP), Restricted Phantom Unit Agreement (Breitburn Energy Partners LP)

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Distribution of Units. Any The Units issued pursuant to this Agreement shall be held in book entry form and no certificates shall be issued therefor; provided, that certificates may be issued representing such Units at the request of the Participant and in accordance with the Partnership’s governing documents, as amended and supplemented from time to time. Notwithstanding anything herein to the contrary, (a) no payment shall be made under this Agreement in the form of Units unless such Units issuable upon such payment are then registered under the Securities Act of 1933, as amended (the “Securities Act”) or, if such Units are not then so registered, the Company has determined that such payment and issuance would be exempt from the registration requirements of the Securities Act, and (b) the Partnership shall not be required to issue or deliver any Units (whether in certificated or book-entry form) pursuant to this Agreement unless (i) such issuance and delivery are in compliance with all applicable laws and regulations and, if applicable, the requirements of any exchange on which the Units are listed or traded, and (ii) any consent or approval of any governmental or regulatory authority necessary or desirable as a condition to such issuance and delivery to the Participant (or his or her estate) has been obtained. Any certificates delivered pursuant to this Agreement shall be subject to any stop-transfer orders and other restrictions as the Company deems necessary or advisable to comply with federal, state state, or local securities or other laws, rules and regulations and the rules of any national securities exchange or automated quotation system on which the Units are listed, quoted quoted, or traded. The Company may place legends on any certificate to reference restrictions applicable to the Units. In addition to the terms and conditions provided herein, the Company may require that the Participant make such covenants, agreements agreements, and representations as the Company, in its sole discretion, deems advisable in order to comply with any such laws, regulations regulations, or requirements. The Company shall have the right to require the Participant to comply with any generally applicable timing or other restrictions with respect to the settlement of any RPUs CPUs pursuant to this Agreement, including a window-period limitation, as may be imposed in its discretion. No fractional Units shall be issued or delivered pursuant to the RPUsCPUs .

Appears in 4 contracts

Samples: Convertible Phantom Unit Agreement (BreitBurn Energy Partners L.P.), Convertible Phantom Unit Agreement (BreitBurn Energy Partners L.P.), Convertible Phantom Unit Agreement (BreitBurn Energy Partners L.P.)

Distribution of Units. Any Units issued pursuant to this Agreement shall be held in book entry form and no certificates shall be issued therefor; provided, that certificates may be issued representing such Units at the request of the Participant and in accordance with the Partnership’s governing documents, as amended and supplemented from time to time. Notwithstanding anything herein to the contrary, (a) no payment shall be made under this Agreement in the form of Units unless such Units issuable upon such payment are then registered under the Securities Act of 1933, as amended (the “Securities Act”) or, if such Units are not then so registered, the Company has determined that such payment and issuance would be exempt from the registration requirements of the Securities Act, and (b) the Partnership shall not be required to issue or deliver any Units (whether in certificated or book-entry form) pursuant to this Agreement unless (i) such issuance and delivery are in compliance with all applicable laws and regulations and, if applicable, the requirements of any exchange on which the Units are listed or traded, and (ii) any consent or approval of any governmental or regulatory authority necessary or desirable as a condition to such issuance and delivery to the Participant (or his or her estate) has been obtained. Any certificates delivered pursuant to this Agreement shall be subject to any stop-transfer orders and other restrictions as the Company deems necessary or advisable to comply with federal, state or local securities or other laws, rules and regulations and the rules of any national securities exchange or automated quotation system on which the Units are listed, quoted or traded. The Company may place legends on any certificate to reference restrictions applicable to the Units. In addition to the terms and conditions provided herein, the Company may require that the Participant make such covenants, agreements agreements, and representations as the Company, in its sole discretion, deems advisable in order to comply with any such laws, regulations or requirements. The Company shall have the right to require the Participant to comply with any timing or other restrictions with respect to the settlement of any RPUs pursuant to this Agreement, including a window-period limitation, as may be imposed in its discretion. No fractional Units shall be issued or delivered pursuant to the RPUs.

Appears in 3 contracts

Samples: Restricted Phantom Unit Agreement (Breitburn Energy Partners LP), Restricted Phantom Unit Agreement (Breitburn Energy Partners LP), Restricted Phantom Unit Agreement (Breitburn Energy Partners LP)

Distribution of Units. Any The Units issued pursuant to this Agreement shall be held in book entry form and no certificates shall be issued therefor; provided, that certificates may be issued representing such Units at the request of the Participant and in accordance with the Partnership’s governing documents, as amended and supplemented from time to time. Notwithstanding anything herein to the contrary, (a) no payment shall be made under this Agreement in the form of Units unless such Units issuable upon such payment are then registered under the Securities Act of 1933, as amended (the “Securities Act”) or, if such Units are not then so registered, the Company has determined that such payment and issuance would be exempt from the registration requirements of the Securities Act, and (b) the Partnership shall not be required to issue or deliver any Units (whether in certificated or book-entry form) pursuant to this Agreement unless (i) such issuance and delivery are in compliance with all applicable laws and regulations and, if applicable, the requirements of any exchange on which the Units are listed or traded, and (ii) any consent or approval of any governmental or regulatory authority necessary or desirable as a condition to such issuance and delivery to the Participant (or his or her estate) has been obtained. Any certificates delivered pursuant to this Agreement shall be subject to any stop-transfer orders and other restrictions as the Company deems necessary or advisable to comply with federal, state or local securities or other laws, rules and regulations and the rules of any national securities exchange or automated quotation system on which the Units are listed, quoted or traded. The Company may place legends on any certificate to reference restrictions applicable to the Units. In addition to the terms and conditions provided herein, the Company may require that the Participant make such covenants, agreements and representations as the Company, in its sole discretion, deems advisable in order to comply with any such laws, regulations or requirements. The Company shall have the right to require the Participant to comply with any timing or other restrictions with respect to the settlement of any RPUs pursuant to this Agreement, including a window-period limitation, as may be imposed in its discretion. No fractional Units shall be issued or delivered pursuant to the RPUs.

Appears in 3 contracts

Samples: Restricted Phantom Unit Agreement (BreitBurn Energy Partners L.P.), Restricted Phantom Unit Agreement (BreitBurn Energy Partners L.P.), Restricted Phantom Unit Agreement (BreitBurn Energy Partners L.P.)

Distribution of Units. Any The Units issued pursuant to this Agreement shall be held in book entry form and no certificates shall be issued therefor; provided, that certificates may be issued representing such Units at the request of the Participant and in accordance with the Partnership’s governing documents, as amended and supplemented from time to time. Notwithstanding anything herein to the contrary, (a) no payment shall be made under this Agreement in the form of Units unless such Units issuable upon such payment are then registered under the Securities Act of 1933, as amended (the “Securities Act”) or, if such Units are not then so registered, the Company has determined that such payment and issuance would be exempt from the registration requirements of the Securities Act, and (b) the Partnership shall not be required to issue or deliver any Units (whether in certificated or book-entry form) pursuant to this Agreement unless (i) such issuance and delivery are in compliance with all applicable laws and regulations and, if applicable, the requirements of any exchange on which the Units are listed or traded, and (ii) any consent or approval of any governmental or regulatory authority necessary or desirable as a condition to such issuance and delivery to the Participant (or his or her estate) has been obtained. Any certificates delivered pursuant to this Agreement shall be subject to any stop-transfer orders and other restrictions as the Company deems necessary or advisable to comply with federal, state or local securities or other laws, rules and regulations and the rules of any national securities exchange or automated quotation system on which the Units are listed, quoted or traded. The Company may place legends on any certificate to reference restrictions applicable to the Units. In addition to the terms and conditions provided herein, the Company may require that the Participant make such covenants, agreements agreements, and representations as the Company, in its sole discretion, deems advisable in order to comply with any such laws, regulations or requirements. The Company shall have the right to require the Participant to comply with any timing or other restrictions with respect to the settlement of any RPUs pursuant to this Agreement, including a window-period limitation, as may be imposed in its discretion. No fractional Units shall be issued or delivered pursuant to the RPUs.

Appears in 2 contracts

Samples: Restricted Phantom Unit Agreement (BreitBurn Energy Partners L.P.), Restricted Phantom Unit Agreement (BreitBurn Energy Partners L.P.)

Distribution of Units. Any The Units issued pursuant to this Agreement shall be held in book entry form and no certificates shall be issued therefor; provided, that certificates may be issued representing such Units at the request of the Participant and in accordance with the Partnership’s governing documents, as amended and supplemented from time to time. Notwithstanding anything herein to the contrary, (a) no payment shall be made under this Agreement in the form of Units unless such Units issuable upon such payment are then registered under the Securities Act of 1933, as amended (the Securities Act”) or, if such Units are not then so registered, the Company has determined that such payment and issuance would be exempt from the registration requirements of the Securities Act, and (b) the Partnership shall not be required to issue or deliver any Units (whether in certificated or book-entry form) pursuant to this Agreement unless (i) such issuance and delivery are in compliance with all applicable laws and regulations and, if applicable, the requirements of any exchange on which the Units are listed or traded, and (ii) any consent or approval of any governmental or regulatory authority necessary or desirable as a condition to such issuance and delivery to the Participant (or his or her estate) has been obtained. Any certificates delivered pursuant to this Agreement shall be subject to any stop-transfer orders and other restrictions as the Company deems necessary or advisable to comply with federal, state or local securities or other laws, rules and regulations and the rules of any national securities exchange or automated quotation system on which the Units are listed, quoted or traded. The Company may place legends on any certificate to reference restrictions applicable to the Units. In addition to the terms and conditions provided herein, the Company may require that the Participant make such covenants, agreements and representations as the Company, in its sole discretion, deems advisable in order to comply with any such laws, regulations or requirements. The Company shall have the right to require the Participant to comply with any timing or other restrictions with respect to the settlement of any RPUs pursuant to this Agreement, including a window-period limitation, as may be imposed in its discretion. No fractional Units shall be issued or delivered pursuant to the RPUs.

Appears in 1 contract

Samples: Restricted Phantom Unit Agreement (BreitBurn Energy Partners L.P.)

Distribution of Units. Any The Units issued pursuant to this Agreement shall be held in book entry form and no certificates shall be issued therefor; provided, that certificates may be issued representing such Units at the request of the Participant and in accordance with the Partnership’s governing documents, as amended and supplemented from time to time. Notwithstanding anything herein to the contrary, (a) no payment shall be made under this Agreement in the form of Units unless such Units issuable upon such payment are then registered under the Securities Act of 1933, as amended (the “Securities Act”) or, if such Units are not then so registered, the Company has determined that such payment and issuance would be exempt from the registration requirements of the Securities Act, and (b) the Partnership shall not be required to issue or deliver any Units (whether in certificated or book-entry form) pursuant to this Agreement unless (i) such issuance and delivery are in compliance with all applicable laws and regulations and, if applicable, the requirements of any exchange on which the Units are listed or traded, and (ii) any consent or approval of any governmental or regulatory authority necessary or desirable as a condition to such issuance and Deferred Payment Award delivery to the Participant (or his or her estate) has been obtained. Any certificates delivered pursuant to this Agreement shall be subject to any stop-transfer orders and other restrictions as the Company deems necessary or advisable to comply with federal, state or local securities or other laws, rules and regulations and the rules of any national securities exchange or automated quotation system on which the Units are listed, quoted or traded. The Company may place legends on any certificate to reference restrictions applicable to the Units. In addition to the terms and conditions provided herein, the Company may require that the Participant make such covenants, agreements agreements, and representations as the Company, in its sole discretion, deems advisable in order to comply with any such laws, regulations or requirements. The Company shall have the right to require the Participant to comply with any timing or other restrictions with respect to the settlement of any RPUs pursuant to this Agreement, including a window-period limitation, as may be imposed in its discretion. No fractional Units shall be issued or delivered pursuant to the RPUs.

Appears in 1 contract

Samples: Restricted Phantom Unit Agreement (BreitBurn Energy Partners L.P.)

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Distribution of Units. Any The Units issued pursuant to this Agreement shall be held in book entry form and no certificates shall be issued therefor; provided, that certificates may be issued representing such Units at the request of the Participant and in accordance with the Partnership’s governing documents, as amended and supplemented from time to time. Notwithstanding anything herein to the contrary, (a) no payment shall be made under this Agreement in the form of Units unless such Units issuable upon such payment are then registered under the Securities Act of 1933, as amended (the “Securities Act”) or, if such Units are not then so registered, the Company has determined that such payment and issuance would be exempt from the registration requirements of the Securities Act, and (b) the Partnership shall not be required to issue or deliver any Units (whether Units(whether in certificated or book-entry form) pursuant to this Agreement unless (i) such issuance and delivery are in compliance with all applicable laws and regulations and, if applicable, the requirements of any exchange on which the Units are listed or traded, and (ii) any consent or approval of any governmental or regulatory authority necessary or desirable as a condition to such issuance and delivery to the Participant (or his or her estate) has been obtained. Any certificates delivered pursuant to this Agreement shall be subject to any stop-transfer orders and other restrictions as the Company deems necessary or advisable to comply with federal, state state, or local securities or other laws, rules and regulations and the rules of any national securities exchange or automated quotation system on which the Units are listed, quoted quoted, or traded. The Company may place legends on any certificate to reference restrictions applicable to the Units. In addition to the terms and conditions provided herein, the Company may require that the Participant make such covenants, agreements agreements, and representations as the Company, in its sole discretion, deems advisable in order to comply with any such laws, regulations regulations, or requirements. The Company shall have the right to require the Participant to comply with any generally applicable timing or other restrictions with respect to the settlement of any RPUs CPUs pursuant to this Agreement, including a window-period limitation, as may be imposed in its discretion. No xxxxxxxxxx.Xx fractional Units shall be issued or delivered pursuant to the RPUsCPUs.

Appears in 1 contract

Samples: Convertible Phantom Unit Agreement (BreitBurn Energy Partners L.P.)

Distribution of Units. Any The Units issued pursuant to this Agreement shall be held in book entry form and no certificates shall be issued therefor; provided, that certificates may be issued representing such Units at the request of the Participant and in accordance with the Partnership’s governing documents, as amended and supplemented from time to time. Notwithstanding anything herein to the contrary, (a) no payment shall be made under this Agreement in the form of Units unless such Units issuable upon such payment are then registered under the Securities Act of 1933, as amended (the Securities Act”) or, if such Units are not then so registered, the Company has determined that such payment and issuance would be exempt from the registration requirements of the Securities Act, and (b) the Partnership shall not be required to issue or deliver any Units (whether in certificated or book-entry form) pursuant to this Agreement unless (i) such issuance and delivery are in compliance with all applicable laws and regulations and, if applicable, the requirements of any exchange on which the Units are listed or traded, and (ii) any consent or approval of any governmental or regulatory authority necessary or desirable as a condition to such issuance and delivery to the Participant (or his or her estate) has been obtained. Any certificates delivered pursuant to this Agreement shall be subject to any stop-transfer orders and other restrictions as the Company deems necessary or advisable to comply with federal, state or local securities or other laws, rules and regulations and the rules of any national securities exchange or automated quotation system on which the Units are listed, quoted or traded. The Company may place legends on any certificate to reference restrictions applicable to the Units. In addition to the terms and conditions provided herein, the Company may require that the Participant make such covenants, agreements agreements, and representations as the Company, in its sole discretion, deems advisable in order to comply with any such laws, regulations or requirements. The Company shall have the right to require the Participant to comply with any timing or other restrictions with respect to the settlement of any RPUs pursuant to this Agreement, including a window-period limitation, as may be imposed in its discretion. No fractional Units shall be issued or delivered pursuant to the RPUs.

Appears in 1 contract

Samples: Restricted Phantom Unit Agreement (BreitBurn Energy Partners L.P.)

Distribution of Units. Any The Units issued pursuant to this Agreement shall be held in book entry form and no certificates shall be issued therefor; provided, that certificates may be issued representing such Units at the request of the Participant and in accordance with the Partnership’s governing documents, as amended and supplemented from time to time. Notwithstanding anything herein to the contrary, (a) no payment shall be made under this Agreement in the form of Units unless such Units issuable upon such payment are then registered under the Securities Act of 1933, as amended (the “Securities Act”) or, if such Units are not then so registered, the Company has determined that such payment and issuance would be exempt from the registration requirements of the Securities Act, and (b) the Partnership shall not be required to issue or deliver any Units (whether in certificated or book-entry form) pursuant to this Agreement Deferred Payment Award unless (i) such issuance and delivery are in compliance with all applicable laws and regulations and, if applicable, the requirements of any exchange on which the Units are listed or traded, and (ii) any consent or approval of any governmental or regulatory authority necessary or desirable as a condition to such issuance and delivery to the Participant (or his or her estate) has been obtained. Any certificates delivered pursuant to this Agreement shall be subject to any stop-transfer orders and other restrictions as the Company deems necessary or advisable to comply with federal, state or local securities or other laws, rules and regulations and the rules of any national securities exchange or automated quotation system on which the Units are listed, quoted or traded. The Company may place legends on any certificate to reference restrictions applicable to the Units. In addition to the terms and conditions provided herein, the Company may require that the Participant make such covenants, agreements agreements, and representations as the Company, in its sole discretion, deems advisable in order to comply with any such laws, regulations or requirements. The Company shall have the right to require the Participant to comply with any timing or other restrictions with respect to the settlement of any RPUs pursuant to this Agreement, including a window-period limitation, as may be imposed in its discretion. No fractional Units shall be issued or delivered pursuant to the RPUs.

Appears in 1 contract

Samples: Restricted Phantom Unit Agreement (BreitBurn Energy Partners L.P.)

Distribution of Units. Any Unless otherwise determined by the Committee or required by any applicable law, rule or regulation, neither the Company nor the Partnership shall deliver to the Participant certificates evidencing Units issued pursuant to this Agreement and instead such Units shall be held recorded in book entry form and no certificates shall be issued therefor; provided, that certificates may be issued representing such Units at the request books of the Participant and in accordance with the Partnership’s governing documentsPartnership (or, as amended and supplemented from time to timeapplicable, its transfer agent or equity plan administrator). Notwithstanding anything herein to the contrary, (a) no payment shall be made under this Agreement in the form of All certificates for Units unless such Units issuable upon such payment are then registered under the Securities Act of 1933, as amended (the “Securities Act”) or, if such Units are not then so registered, the Company has determined that such payment and issuance would be exempt from the registration requirements of the Securities Act, and (b) the Partnership shall not be required to issue or deliver any Units (whether in certificated or book-entry form) issued pursuant to this Agreement unless (i) such issuance and delivery are in compliance with all applicable laws and regulations and, if applicable, the requirements of any exchange on which the Units are listed or traded, and (ii) any consent or approval of any governmental or regulatory authority necessary or desirable as a condition to such issuance and delivery to the Participant (or his or her estate) has been obtained. Any certificates delivered issued pursuant to this Agreement book entry procedures hereunder shall be subject to any stop-such stop transfer orders and other restrictions as the Company deems necessary may deem advisable under the Program or advisable to comply with federalthe rules, regulations, and other requirements of the SEC, any stock exchange upon which such Units are then listed, and any applicable federal or state or local securities or other laws, rules and regulations and the rules of any national securities exchange or automated quotation system on which the Units are listed, quoted or traded. The Company may place cause a legend or legends to be inscribed on any certificate such certificates or book entry to make appropriate reference restrictions applicable to the Unitssuch restrictions. In addition to the terms and conditions provided herein, the Company may Specific Terms in this Exhibit have been redacted because confidential treatment for those terms has been requested. The redacted material has been separately filed with the Securities and Exchange Commission, and the terms have been marked at the appropriate place with three asterisks [***] require that the Participant make such covenants, agreements agreements, and representations as the Company, in its sole discretion, deems advisable in order to comply with any such laws, regulations regulations, or requirements. The Company shall have the right to require the Participant to comply with any timing or other restrictions with respect to the settlement of any RPUs pursuant to this Agreement, including a window-period limitation, as may be imposed in its discretion. No fractional Units shall be issued or delivered pursuant to the RPUsPhantom Units and the Committee shall determine whether cash, other securities, or other property shall be paid or transferred in lieu of fractional Units or whether such fractional Units or any rights thereto shall be canceled, terminated, or otherwise eliminated.

Appears in 1 contract

Samples: Agreement (Mid-Con Energy Partners, LP)

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