Legal Sufficiency of Contribution Agreement. The Contribution Agreement, together with any bills of sale, conveyances and similar transfer documents relating to the transactions contemplated thereby (collectively, the “Contribution Documents”), are legally sufficient to transfer or convey to the Partnership, directly or indirectly, all of the assets and properties necessary to enable the Partnership Entities to conduct their operations in all material respects as contemplated in the Registration Statement, the General Disclosure Package and the Prospectus, subject to the conditions, reservations, encumbrances and limitations contained in the Contribution Documents and described in the Registration Statement, the General Disclosure Package and the Prospectus. The Partnership Entities have directly or indirectly succeeded in all material respects to the business, assets, properties, liabilities and operations reflected in the pro forma financial statements of the Partnership.
Legal Sufficiency of Contribution Agreement. The Contribution Agreement will be legally sufficient to transfer or convey to the Partnership all of the right, title and interest of the transferor stated therein and to the ownership interests, assets and rights purported to be transferred thereby, as contemplated by the Registration Statement and the most recent Preliminary Prospectus, subject to the conditions, reservations, encumbrances and limitations contained in the Contribution Agreement and described in the Registration Statement and the most recent Preliminary Prospectus. Except as described in the Registration Statement and the most recent Preliminary Prospectus, the Partnership, upon consummation of the transactions contemplated by the Contribution Agreement, will directly or indirectly succeed in all material respects to the business, assets, properties, liabilities and operations reflected in the pro forma financial statements of the Partnership included in the Registration Statement and the most recent Preliminary Prospectus.
Legal Sufficiency of Contribution Agreement. The Contribution Agreement, dated December 1, 2015, by and among Noble, NBL Midstream, the General Partner, the Partnership, Midstream Services, the GP Subsidiaries (except Xxxxxx River DevCo GP) and the Development Companies (except Xxxxxx River DevCo) (the “Initial Contribution Agreement”) and the Contribution Agreement was or will be, as applicable, legally sufficient to transfer or convey all of the right, title and interest of the transferors stated therein and the ownership interests, assets and rights purported to be transferred thereby, as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, subject to the conditions, reservations, encumbrances and limitations contained in the Initial Contribution Agreement and the Contribution Agreement and described in the Registration Statement, the Pricing Disclosure Package and the Prospectus. Midstream Services holds, or will succeed upon execution and delivery of the Contribution Agreement and consummation of the transactions contemplated thereby, directly or indirectly in all material respects the business, assets, properties, liabilities and operations reflected in the financial statements included in the Registration Statement, the Pricing Disclosure Package and the Prospectus.
Legal Sufficiency of Contribution Agreement. The Contribution Documents will be legally sufficient to transfer or convey, directly or indirectly, to the Partnership Entities all properties, ownership interests, assets and rights not already held by them that are, individually or in the aggregate, required to enable the Partnership Entities to conduct their operations in all material respects as described in the Registration Statement, the Time of Sale Information and Prospectus, subject to the conditions, reservations, encumbrances and limitations contained in the Contribution Documents and those set forth in the Registration Statement, the Time of Sale Information and Prospectus. The Partnership Entities, as applicable, upon consummation of the Transactions pursuant to the Contribution Documents, will succeed in all material respects to the business, assets, properties, liabilities and operations reflected in the pro forma financial statements of the Partnership Parties, except as disclosed in the Registration Statement, the Time of Sale Information and the Prospectus and the Contribution Documents.
Legal Sufficiency of Contribution Agreement. The Contribution Agreement will be legally sufficient to transfer or convey, directly or indirectly, all of the equity interests in the Operating Subsidiaries to the Partnership, as contemplated by the Registration Statement, the most recent Preliminary Prospectus and the Prospectus, subject to the conditions, reservations, encumbrances and limitations contained in the Contribution Agreement and described in the Registration Statement, the most recent Preliminary Prospectus and the Prospectus. Upon execution and delivery of the Contribution Agreement and consummation of the transactions contemplated thereby, the Partnership Entities will directly or indirectly succeed in all material respects to the business, assets, properties, liabilities and operations reflected in the financial statements included in the Registration Statement, the most recent Preliminary Prospectus and the Prospectus.
Legal Sufficiency of Contribution Agreement. The Contribution Documents will be legally sufficient to transfer or convey to the Partnership Entities all of the limited liability company interests of the OLLC as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, subject to the conditions, reservations, encumbrances and limitations contained in the Contribution Documents and those set forth in the Pricing Disclosure Package and the Prospectus. The Partnership Entities, upon execution and delivery of the Contribution Documents and consummation of the transactions contemplated thereby, will directly or indirectly succeed in all material respects to the business, assets, properties, liabilities and operations reflected in the pro forma financial statements of the Partnership.
Legal Sufficiency of Contribution Agreement. To the knowledge of the Partnership Parties, the Contribution Agreement will be legally sufficient to transfer or convey, directly or indirectly, 100% of the equity interests in Questar Pipeline to the Partnership, as contemplated by the Pricing Disclosure Package and the Prospectus, subject to the conditions, reservations, encumbrances and limitations contained in the Contribution Agreement and described in Pricing Disclosure Package and the Prospectus. To the knowledge of the Partnership Parties, the Partnership and its subsidiaries, subject to and upon closing of the transactions contemplated by the Contribution Agreement, will succeed in all material respects to the business, assets, properties, liabilities and operations of the Partnership reflected in the pro forma financial statements included in the Pricing Disclosure Package and the Prospectus as described therein in all material respects.
Legal Sufficiency of Contribution Agreement. The Contribution Agreement will be legally sufficient to transfer or convey, directly or indirectly, (i) a 30.0% membership interest in Zydeco, (ii) a 1.0% membership interests in Bengal and (iii) 3.0% of the capital stock of Colonial to the Partnership, as contemplated by the Registration Statement, the most recent Preliminary Prospectus and the Prospectus, subject to the conditions, reservations, encumbrances and limitations contained in the Contribution Agreement and described in the Registration Statement, the most recent Preliminary Prospectus and the Prospectus.
Legal Sufficiency of Contribution Agreement. The Contribution Agreement will be legally sufficient to transfer or convey all of the right, title and interest of the transferors stated therein and the ownership interests, assets and rights purported to be transferred thereby, as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, subject to the conditions, reservations, encumbrances and limitations contained in the Contribution Agreement and described in the Registration Statement, the Pricing Disclosure Package and the Prospectus. Upon execution and delivery of the Contribution Agreement and consummation of the transactions contemplated thereby, Midstream Services will directly or indirectly succeed in all material respects to the business, assets, properties, liabilities and operations reflected in the financial statements included in the Registration Statement, the Pricing Disclosure Package and the Prospectus.
Legal Sufficiency of Contribution Agreement. The Contribution Documents are legally sufficient to transfer or convey, directly or indirectly, all of the equity interests in Rose Rock Midstream Energy GP and SemCrude to the Partnership, as described in the Registration Statement and the most recent Preliminary Prospectus, subject to the conditions, reservations, encumbrances and limitations contained in the Contribution Documents and described in the Registration Statement and the most recent Preliminary Prospectus. The Partnership Entities have directly or indirectly succeeded in all material respects to the business, assets, properties, liabilities and operations reflected in the pro forma financial statements of the Partnership.
