ETE Parties Closing Deliverables. Upon the terms of this Agreement, at the Closing, the ETE Parties shall deliver (or cause to be delivered): (a) the Redeemed Units and such other transfer documents or instruments that may be necessary to deliver to ETP the Redeemed Units in accordance with Section 1.2; (b) a certificate, dated the Closing Date and signed by a duly authorized officer on behalf of ETE and ETE Holdings, in his or her capacity as such, stating that: (i) each of the ETE Parties has performed and complied in all material respects with the covenants and agreements contained in this Agreement that are required to be performed and complied with by such ETE Party on or prior to the Closing Date; and (ii) each of the representations and warranties of the ETE Parties contained in Article II are true and correct on and as of the Closing Date in all material respects; (c) the Unitholders Agreement, which shall have been duly executed on behalf of ETE Holdings and ETE; (d) the Amended Sunoco GP LLC Agreement, which shall have been duly executed on behalf of ETE Holdings; and (e) all other documents, instruments and writings required to be delivered by each of the ETE Parties at the Closing under this Agreement.
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Samples: Exchange and Redemption Agreement, Exchange and Redemption Agreement, Exchange and Redemption Agreement (Energy Transfer Partners, L.P.)
ETE Parties Closing Deliverables. Upon the terms of this Agreement, at the Closing, the ETE Parties shall deliver (or cause to be delivered):
(a) the Redeemed Subject Units and such other transfer documents or instruments that may be necessary to deliver to ETP the Redeemed Subject Units in accordance with Section 1.21.1(b), including any certificates evidencing the Subject Units, which certificates shall be duly endorsed by ETE and ETE Holdings, as applicable;
(b) the Assignments in accordance with Section 1.1(d), which shall have been duly executed on behalf of ETE;
(c) the Cash Consideration in accordance with Section 1.1(e);
(d) a certificate, dated the Closing Date and signed by a duly authorized officer on behalf of ETE ETE’s general partner and ETE Holdings, in his or her capacity as such, stating that:
(i) each of the ETE Parties has performed and complied in all material respects with the covenants and agreements contained in this Agreement that are required to be performed and complied with by such ETE Party on or prior to the Closing Date; and
(ii) each of the representations and warranties of the ETE Parties contained in Article II are true and correct on and as of the Closing Date in all material respects;
(ce) the Unitholders Agreement, which shall have been a copy of a consent duly executed on behalf by La Grange Acquisition L.P. to the assignment of the Transferred Interest in DA Holdings from ETE Holdings to ETP and ETE;
(d) the Amended Sunoco GP LLC Agreement, which shall have been duly executed on behalf admission of ETE ETP as a substitute member of DA Holdings; and
(ef) all other documents, instruments and writings required to be delivered by each of the ETE Parties at the Closing under this Agreement.
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Samples: Exchange and Repurchase Agreement (Energy Transfer Partners, L.P.)