Common use of Financial Reports and SEC Documents; Disclosure and Internal Controls Clause in Contracts

Financial Reports and SEC Documents; Disclosure and Internal Controls. (i) The Partners 2010 20-F and all other reports, registration statements, definitive proxy statements or information statements filed or furnished by Partners or any of its Subsidiaries subsequent to March 19, 2007, including, but not limited to, items incorporated by reference into or referred to in such reports, registration statements, proxy statements or information statements under the Securities Act or under the Exchange Act, in the form filed or furnished (collectively, the “Partners SEC Documents”), with the SEC as of their respective dates, (1) complied in all material respects as to form with the applicable requirements under the Securities Act, the Exchange Act or SOX, as the case may be, and (2) did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were made, not misleading. The (i) historical financial statements (including the related notes and supporting schedules) contained in the Partners SEC Documents and (ii) the unaudited consolidated balance sheet of Partners as of March 31, 2011 and the related unaudited consolidated statements of income, partners’ capital/stockholders’ equity and cash flows for the three-month period ended March 31, 2011 set forth on Section 5.2(e) of the Partners Disclosure Schedule (A) comply in all material respects with the applicable requirements under the Securities Act and the Exchange Act (in the case of clause (i)), (B) present fairly in all material respects the financial position, results of operations and cash flows of the entities purported to be shown thereby on the basis stated therein at the respective dates or for the respective periods (subject, in the case of unaudited financial statements, to normal year-end adjustments and the absence of footnotes), and (C) have been prepared in accordance with GAAP consistently applied throughout the periods involved, except in each case to the extent disclosed therein. There are no outstanding comments from, or unresolved issues raised by, the SEC with respect to the Partners SEC Documents. No enforcement action has been initiated, or to the Knowledge of the Partners Entities, is threatened, against any of the Partners Entities relating to disclosures contained in any Partners SEC Document.

Financial Reports and SEC Documents; Disclosure and Internal Controls. (i) The Partners 2010 Company 20-F and all other reports, registration statements, definitive proxy statements or information statements filed or furnished by Partners the Company or any of its Subsidiaries subsequent to March 191, 20072010, including, but not limited to, items incorporated by reference into or referred to in such reports, registration statements, proxy statements or information statements under the Securities Act or under the Exchange Act, in the form filed or furnished (collectively, the “Partners Company SEC Documents”), with the SEC as of their respective dates, (1) complied in all material respects as to form with the applicable requirements under the Securities Act, the Exchange Act or SOX, as the case may be, and (2) did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were made, not misleading. The (i) historical financial statements (including the related notes and supporting schedules) contained in the Partners Company SEC Documents and (ii) the unaudited consolidated balance sheet of Partners as of March 31, 2011 and the related unaudited consolidated statements of income, partners’ capital/stockholders’ equity and cash flows for the three-month period ended March 31, 2011 set forth on Section 5.2(e) of the Partners Disclosure Schedule (A) comply in all material respects with the applicable requirements under the Securities Act and the Exchange Act (in the case of clause (i))Act, (B) present fairly in all material respects the financial position, results of operations and cash flows of the entities purported to be shown thereby on the basis stated therein at the respective dates or for the respective periods (subject, in the case of unaudited financial statements, to normal year-end adjustments and the absence of footnotes)periods, and (C) have been prepared in accordance with GAAP consistently applied throughout the periods involved, except in each case to the extent disclosed therein. There are no outstanding comments from, or unresolved issues raised by, the SEC with respect to the Partners Company SEC Documents. No enforcement action has been initiated, or to the Knowledge of the Partners EntitiesCompany, is threatened, against any of the Partners Entities Company relating to disclosures contained in any Partners Company SEC Document.

Financial Reports and SEC Documents; Disclosure and Internal Controls. (i) The Partners 2010 20TEPPCO 2008 10-F K and all other reports, registration statements, definitive proxy statements or information statements filed or furnished to be filed by Partners TEPPCO or any of its the TEPPCO Subsidiaries subsequent to March 19December 31, 20072008, including, but not limited to, items incorporated by reference into or referred to in such reports, registration statements, definitive proxy statements or information statements under the Securities Act or under Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, in the form filed, or to be filed or furnished (collectively, the “Partners TEPPCO SEC Documents”), with the SEC as of their respective dates, (1) complied or will comply in all material respects as to form with the applicable requirements under the Securities Act, Act or the Exchange Act or SOXAct, as the case may be, and (2) did not or will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were made, not misleading. The (i) historical financial statements (including the related notes and supporting schedulesschedule) contained in the Partners TEPPCO SEC Documents and (ii) the unaudited consolidated balance sheet of Partners as of March 31, 2011 and the related unaudited consolidated statements of income, partners’ capital/stockholders’ equity and cash flows for the three-month period ended March 31, 2011 set forth on Section 5.2(e) of the Partners Disclosure Schedule (Ai) comply in all material respects with the applicable requirements under the Securities Act and the Exchange Act (in the case of clause (i)except that certain supporting schedules are omitted), (Bii) present fairly in all material respects the financial position, results of operations and cash flows of the entities purported to be shown thereby on the basis stated therein at the respective dates or for the respective periods (subject, in the case of unaudited financial statements, to normal year-end adjustments and the absence of footnotesadjustments), and (Ciii) have been prepared in accordance with GAAP consistently applied throughout the periods involved, except in each case to the extent disclosed therein. There are no outstanding comments from, or unresolved issues raised by, the SEC with respect to the Partners TEPPCO SEC Documents. No enforcement action has been initiated, or to the Knowledge of the Partners TEPPCO Entities, is threatened, against any of the Partners TEPPCO Entities relating to disclosures contained in any Partners TEPPCO SEC Document.

Financial Reports and SEC Documents; Disclosure and Internal Controls. (i) The Partners 2010 20Enterprise 2008 10-F K and all other reports, registration statements, definitive proxy statements or information statements filed or furnished to be filed by Partners Enterprise or any of its the Enterprise Subsidiaries subsequent to March 19December 31, 20072008, including, but not limited to, items incorporated by reference into or referred to in such reports, registration statements, definitive proxy statements or information statements under the Securities Act or under Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, in the form filed, or to be filed or furnished (collectively, the “Partners Enterprise SEC Documents”), with the SEC as of their respective dates, (1) complied or will comply in all material respects as to form with the applicable requirements under the Securities Act, Act or the Exchange Act or SOXAct, as the case may be, and (2) did not or will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were made, not misleading. The (i) historical financial statements (including the related notes and supporting schedulesschedule) contained in the Partners Enterprise SEC Documents and (ii) the unaudited consolidated balance sheet of Partners as of March 31, 2011 and the related unaudited consolidated statements of income, partners’ capital/stockholders’ equity and cash flows for the three-month period ended March 31, 2011 set forth on Section 5.2(e) of the Partners Disclosure Schedule (Ai) comply in all material respects with the applicable requirements under the Securities Act and the Exchange Act (in the case of clause (i)except that certain supporting schedules are omitted), (Bii) present fairly in all material respects the financial position, results of operations and cash flows of the entities purported to be shown thereby on the basis stated therein at the respective dates or for the respective periods (subject, in the case of unaudited financial statements, to normal year-end adjustments and the absence of footnotesadjustments), and (Ciii) have been prepared in accordance with GAAP consistently applied throughout the periods involved, except in each case to the extent disclosed therein. There are no outstanding comments from, or unresolved issues raised by, the SEC with respect to the Partners Enterprise SEC Documents. No enforcement action has been initiated, or to the Knowledge of the Partners Enterprise Entities, is threatened, against any of the Partners Enterprise Entities relating to disclosures contained in any Partners Enterprise SEC Document.