Common use of Formation and Qualification of the Partnership Entities Clause in Contracts

Formation and Qualification of the Partnership Entities. Each of the Partnership Entities has been duly formed, is validly existing and in good standing as a limited partnership or limited liability company, as the case may be, under the laws of its jurisdiction of organization and is duly qualified to do business and in good standing as a foreign limited partnership or limited liability company, as the case may be, in each jurisdiction (as set forth on Schedule IV) in which its ownership or lease of property or the conduct of its businesses requires such qualification, except where the failure to be so qualified or in good standing could not, in the aggregate, reasonably be expected to (i) have a material adverse effect on the condition (financial or otherwise), results of operations, members’ equity or partners’ capital, properties, business or prospects of the Partnership and its subsidiaries, taken as a whole (a “Material Adverse Effect”) or (ii) subject the limited partners of the Partnership to any material liability or disability. Each of the Partnership Entities has all limited partnership or limited liability company power and authority, as the case may be, necessary to own or hold its properties and to conduct the businesses in which it is engaged.

Appears in 2 contracts

Samples: Underwriting Agreement (Summit Midstream Partners, LP), Underwriting Agreement (Summit Midstream Partners, LP)

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Formation and Qualification of the Partnership Entities. Each of the Partnership Entities has been duly formedformed or incorporated, is validly existing and in good standing as a limited partnership or partnership, limited liability company, as the case may be, company or corporation under the laws of its jurisdiction of organization and is duly qualified to do business and in good standing as a foreign limited partnership or partnership, limited liability company, as the case may be, company or corporation in each jurisdiction (as set forth on Schedule IVV) in which its ownership or lease of property or the conduct of its businesses requires such qualification, except where the failure to be so qualified or in good standing could would not, in the aggregate, aggregate (i) reasonably be expected to (i) have a material adverse effect on the condition (financial or otherwise), results of operations, members’ equity or partners’ capital, properties, business business, prospects or prospects net worth of the Partnership and its subsidiaries, taken as a whole (a “Material Adverse Effect”) ), or (ii) subject the limited partners of the Partnership to any material liability or disability. Each of the Partnership Entities has all limited partnership or partnership, limited liability company or corporate power and authority, as the case may be, necessary to own or hold lease its properties and to conduct the businesses in which it is engagedengaged in all material respects.

Appears in 2 contracts

Samples: Underwriting Agreement (Rose Rock Midstream, L.P.), Underwriting Agreement (Rose Rock Midstream, L.P.)

Formation and Qualification of the Partnership Entities. Each of the Partnership Entities has been duly formed, is validly existing and in good standing as a limited partnership or limited liability company, as the case may be, under the laws of its jurisdiction of organization and is duly qualified to do business and in good standing as a foreign limited partnership or limited liability company, as the case may be, in each jurisdiction (as set forth on Schedule IVIII) in which its ownership or lease of property or the conduct of its businesses requires such qualification, except where the failure to be so qualified or in good standing could not, in the aggregate, reasonably be expected to (i) have a material adverse effect on the condition (financial or otherwise), results of operations, members’ equity or partners’ capital, properties, business or prospects of the Partnership and its subsidiaries, taken as a whole (a “Material Adverse Effect”) ), or (ii) subject the limited partners of the Partnership to any material liability or disability. Each of the Partnership Entities has all limited partnership or limited liability company power and authority, as the case may be, necessary to own or hold its properties and to conduct the businesses in which it is engaged.

Appears in 1 contract

Samples: Underwriting Agreement (Summit Midstream Partners, LP)

Formation and Qualification of the Partnership Entities. Each of the Partnership Entities has been duly formedformed or incorporated, is validly existing and in good standing as a limited partnership or partnership, limited liability company, as the case may be, company or corporation under the laws of its jurisdiction of organization and is duly qualified to do business and in good standing as a foreign limited partnership or partnership, limited liability company, as the case may be, company or corporation in each jurisdiction (as set forth on Schedule IVExhibit B) in which its ownership or lease of property or the conduct of its businesses requires such qualification, except where the failure to be so qualified or in good standing could would not, in the aggregate, aggregate (i) reasonably be expected to (i) have a material adverse effect on the condition (financial or otherwise), results of operations, members’ equity or partners’ capital, properties, business business, prospects or prospects net worth of the Partnership and its subsidiaries, taken as a whole (a “Material Adverse Effect”) ), or (ii) subject the limited partners of the Partnership to any material liability or disability. Each of the Partnership Entities has all limited partnership or partnership, limited liability company or corporate power and authority, as the case may be, necessary to own or hold lease its properties and to conduct the businesses in which it is engagedengaged in all material respects.

Appears in 1 contract

Samples: Equity Distribution Agreement (Rose Rock Midstream, L.P.)

Formation and Qualification of the Partnership Entities. Each of the Partnership Entities has been duly formed, is validly existing and in good standing as a limited partnership or limited liability company, as the case may be, under the laws of its jurisdiction of organization and is duly qualified to do business and in good standing as a foreign limited partnership or limited liability company, as the case may be, in each jurisdiction (as set forth on Schedule IVV) in which its ownership or lease of property or the conduct of its businesses requires such qualification, except where the failure to be so qualified or in good standing could not, in the aggregate, reasonably be expected to (i) have a material adverse effect on the condition (financial or otherwise), results of operations, members’ equity or partners’ capital, properties, business or prospects of the Partnership and its subsidiaries, taken as a whole (a “Material Adverse Effect”) or (ii) subject the limited partners of the Partnership to any material liability or disability. Each of the Partnership Entities has all limited partnership or limited liability company power and authority, as the case may be, necessary to own or hold its properties and to conduct the businesses in which it is engaged.

Appears in 1 contract

Samples: Underwriting Agreement (Summit Midstream Partners, LP)

Formation and Qualification of the Partnership Entities. Each of the Partnership Entities has been duly formedorganized, is validly existing and in good standing as a limited partnership or partnership, limited liability companycompany or general partnership, as the case may be, under the laws of its jurisdiction of organization and is duly qualified to do business and is in good standing as a foreign limited partnership or partnership, limited liability companycompany or general partnership, as the case may be, in each jurisdiction (as set forth on Schedule IV) in which its ownership or lease of property or the conduct of its businesses requires such registration or qualification, except where the failure to be so qualified or in good standing could not, in the aggregate, reasonably be expected to (i) have a material adverse effect on the condition (financial or otherwise), results statements of operationsincome, membersunitholdersequity or partners’ capitalequity, properties, assets, business or prospects of the Partnership and its subsidiaries, Entities taken as a whole whole, whether or not arising in the ordinary course of business (a “Material Adverse Effect”) or (ii) subject the limited partners of the Partnership to any material liability or disability. Each of the Partnership Entities has all limited partnership or limited liability company power and authority, as the case may be, authority necessary to own or hold its properties and to conduct the businesses in which it is engaged.

Appears in 1 contract

Samples: Underwriting Agreement (Shell Midstream Partners, L.P.)

Formation and Qualification of the Partnership Entities. Each of the Partnership Entities has been duly formed, is validly existing and in good standing as a limited partnership or limited liability company, as the case may be, under the laws of its jurisdiction of organization and is duly qualified to do business and in good standing as a foreign limited partnership or limited liability company, as the case may be, in each jurisdiction (as set forth on Schedule IVVI) in which its ownership or lease of property or the conduct of its businesses requires such qualification, except where the failure to be so qualified or in good standing could not, in the aggregate, reasonably be expected to (i) have a material adverse effect on the condition (financial or otherwise), results of operations, members’ equity or partners’ capital, properties, business or prospects of the Partnership and its subsidiaries, taken as a whole (a “Material Adverse Effect”) or (ii) subject the limited partners of the Partnership to any material liability or disability. Each of the Partnership Entities has all limited partnership or limited liability company power and authority, as the case may be, necessary to own or hold its properties and to conduct the businesses in which it is engaged.

Appears in 1 contract

Samples: Underwriting Agreement (Summit Midstream Partners, LP)

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Formation and Qualification of the Partnership Entities. Each of the Partnership Entities has been duly formed, is validly existing and in good standing as a limited partnership or limited liability company, as the case may be, under the laws of its jurisdiction of organization and is duly qualified to do business and in good standing as a foreign limited partnership or limited liability company, as the case may be, in each jurisdiction (as set forth on Schedule IVII) in which its ownership or lease of property or the conduct of its businesses requires such qualification, except where the failure to be so qualified or in good standing could not, in the aggregate, reasonably be expected to (i) have a material adverse effect on the condition (financial or otherwise), results of operations, members’ equity or partners’ capital, properties, business or prospects of the Partnership and its subsidiaries, taken as a whole (a “Material Adverse Effect”) or (ii) subject the limited partners of the Partnership to any material liability or disability. Each of the Partnership Entities has all limited partnership or limited liability company power and authority, as the case may be, necessary to own or hold its properties and to conduct the businesses in which it is engaged.

Appears in 1 contract

Samples: Equity Distribution Agreement (Summit Midstream Partners, LP)

Formation and Qualification of the Partnership Entities. Each of the Partnership Entities has been duly formedorganized, is validly existing and in good standing as a limited partnership or partnership, limited liability companycompany or general partnership, as the case may be, under the laws of its jurisdiction of organization and is duly qualified to do business and is in good standing as a foreign limited partnership or partnership, limited liability companycompany or general partnership, as the case may be, in each jurisdiction (as set forth on Schedule IV) in which its ownership or lease of property or the conduct of its businesses requires such registration or qualification, except where the failure to be so qualified or in good standing could notwould not reasonably be expected to have, individually or in the aggregate, reasonably be expected to (i) have a material adverse effect on the condition (financial or otherwise), results of operations, membersunitholdersequity or partners’ capitalequity, properties, assets, business or prospects of the Partnership and its subsidiaries, Entities taken as a whole whole, whether or not arising in the ordinary course of business (a “Material Adverse Effect”) or (ii) subject the limited partners of the Partnership to any material liability or disability. Each of the Partnership Entities has all limited partnership or limited liability company power and authority, as the case may be, authority necessary to own or hold its properties and to conduct the businesses in which it is engaged.

Appears in 1 contract

Samples: Underwriting Agreement (Howard Midstream Partners, LP)

Formation and Qualification of the Partnership Entities. Each of the Partnership Entities has been duly formedorganized, is validly existing and in good standing as a limited partnership or partnership, limited liability companycompany or general partnership, as the case may be, under the laws of its jurisdiction of organization and is duly qualified to do business and is in good standing as a foreign limited partnership or partnership, limited liability companycompany or general partnership, as the case may be, in each jurisdiction (as set forth on Schedule IV) in which its ownership or lease of property or the conduct of its businesses requires such registration or qualification, except where the failure to be so qualified or in good standing could not, in the aggregate, reasonably be expected to (i) have a material adverse effect on the condition (financial or otherwise), results of operations, membersunitholdersequity or partners’ capitalequity, properties, assets, business or prospects of the Partnership and its subsidiaries, Entities taken as a whole whole, whether or not arising in the ordinary course of business (a “Material Adverse Effect”) or (ii) subject the limited partners of the Partnership to any material liability or disability. Each of the Partnership Entities has all limited partnership or limited liability company power and authority, as the case may be, authority necessary to own or hold its properties and to conduct the businesses in which it is engaged.

Appears in 1 contract

Samples: Underwriting Agreement (Shell Midstream Partners, L.P.)

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