Common use of Limited Preemptive Right Clause in Contracts

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 42 contracts

Samples: Limited Partnership Agreement (Stonemor Partners Lp), Agreement of Limited Partnership (Plains All American Pipeline Lp), Limited Partnership Agreement (Plains All American Pipeline Lp)

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Limited Preemptive Right. Except as provided in this Section 5.9 5.8 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 31 contracts

Samples: Limited Partnership Agreement (Global Partners Lp), Agreement of Limited Partnership, Agreement of Limited Partnership (Martin Midstream Partners L.P.)

Limited Preemptive Right. Except as provided in this Section 5.9 and 5.8 or as otherwise provided in Section 5.2a separate agreement by the Partnership, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 22 contracts

Samples: Limited Partnership Agreement (USD Partners LP), Contribution, Conveyance and Assumption Agreement (USD Partners LP), Limited Partnership Agreement (Sprague Resources LP)

Limited Preemptive Right. Except as provided in this Section 5.9 5.8 and in Section 5.25.2(b), no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 19 contracts

Samples: Limited Partnership Agreement (Navios Maritime Midstream Partners LP), Limited Partnership Agreement (Navios Maritime Midstream Partners LP), Agreement of Limited Partnership (Williams Partners L.P.)

Limited Preemptive Right. Except as provided in this Section 5.9 and 5.7 or as otherwise provided in Section 5.2a separate agreement by the Partnership, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 14 contracts

Samples: Limited Partnership Agreement (Nextera Energy Partners, Lp), Agreement of Limited Partnership (EQM Midstream Partners, LP), Limited Partnership Agreement (NextEra Energy Partners, LP)

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.25.9, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 11 contracts

Samples: Limited Partnership Agreement (Enterprise Products Partners L.P.), Limited Partnership Agreement (Holly Energy Partners Lp), Equity Restructuring Agreement (HollyFrontier Corp)

Limited Preemptive Right. Except as provided in this Section 5.9 5.8 and in Section 5.25.2 and Section 5.11 or as otherwise provided in a separate agreement by the Partnership, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 10 contracts

Samples: Limited Partnership Agreement (EQM Midstream Partners, LP), Limited Partnership Agreement (Summit Midstream Partners, LP), Limited Partnership Agreement

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.25.2(b), no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 8 contracts

Samples: Limited Partnership Agreement (Navios Maritime Partners L.P.), Limited Partnership Agreement, Limited Partnership Agreement (Navios Maritime Partners L.P.)

Limited Preemptive Right. Except as provided in this Section 5.9 5.8 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to any or all of those Percentage Interests that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 7 contracts

Samples: Limited Partnership Agreement (Spectra Energy Partners, LP), Limited Partnership Agreement, Limited Partnership Agreement (Spectra Energy Partners, LP)

Limited Preemptive Right. Except as provided in this Section 5.9 5.7 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 7 contracts

Samples: Limited Partnership Agreement (Natural Resource Partners Lp), Limited Partnership Agreement, Limited Partnership Agreement (Encore Energy Partners LP)

Limited Preemptive Right. Except as provided in this Section 5.9 5.5 and in Section 5.25.1, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 6 contracts

Samples: Preferred Restructuring Agreement (EnLink Midstream, LLC), Preferred Restructuring Agreement (EnLink Midstream Partners, LP), Agreement of Limited Partnership (EnLink Midstream Partners, LP)

Limited Preemptive Right. Except as provided in this Section 5.9 5.8 and in Section 5.25.2 and Section 5.11 or as otherwise provided in a separate agreement by the Partnership, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its Affiliates, up to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 6 contracts

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

Limited Preemptive Right. Except as provided in this Section 5.9 5.12 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 5 contracts

Samples: Limited Partnership Agreement (Crosstex Energy Lp), Senior Subordinated Series C Unit Purchase Agreement (Crosstex Energy Inc), Limited Partnership Agreement (Crosstex Energy Lp)

Limited Preemptive Right. Except as provided in this Section 5.9 5.8 and in Section 5.25.2 and Section 5.11, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 5 contracts

Samples: Limited Partnership Agreement (Tesoro Logistics Lp), Limited Partnership Agreement (Tesoro Logistics Lp), Limited Partnership Agreement (Memorial Production Partners LP)

Limited Preemptive Right. Except as provided in Section 5.6 and in this Section 5.9 and in Section 5.25.9, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities. The General Partner shall be deemed to have waived this right with respect to any issuance of a particular Partnership Security in the event that the General Partner has not exercised this right prior to the issuance of such Partnership Security.

Appears in 5 contracts

Samples: Limited Partnership Agreement (Energy Transfer LP), Limited Partnership Agreement (Energy Transfer LP), Limited Partnership Agreement (Energy Transfer LP)

Limited Preemptive Right. Except as provided in Section 5.2, this Section 5.9 5.8 and in Section 5.25.12(b)(vii), no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its AffiliatesAffiliates (including in connection with any issuances subject to Section 5.12(b)(vii)), to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to any or all of those Percentage Interests that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 5 contracts

Samples: Limited Partnership Agreement (Cheniere Energy Partners, L.P.), Limited Partnership Agreement (Cheniere Energy Partners, L.P.), Limited Partnership Agreement

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.25.2(b), no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the rightright (but not obligation), which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 5 contracts

Samples: Agreement of Limited Partnership (Tc Pipelines Lp), Limited Partnership Agreement (Tc Pipelines Lp), Agreement of Limited Partnership (Tc Pipelines Lp)

Limited Preemptive Right. Except as provided in this Section 5.9 5.8 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 5 contracts

Samples: Limited Partnership Agreement (Targa Resources Partners LP), Limited Partnership Agreement (Targa Resources Partners LP), Agreement of Limited Partnership (Quest Energy Partners, L.P.)

Limited Preemptive Right. Except as provided in this Section 5.9 and 5.8 or as otherwise provided in Section 5.2a separate agreement entered into by the Partnership, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 4 contracts

Samples: Limited Partnership Agreement, Partnership Interests Exchange Agreement (Western Midstream Partners, LP), Limited Partnership Agreement (Western Midstream Partners, LP)

Limited Preemptive Right. Except as provided in this Section 5.9 5.7 and in Section 5.25.1, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 4 contracts

Samples: Limited Partnership Agreement (NuStar Energy L.P.), Limited Partnership Agreement (NuStar Energy L.P.), Limited Partnership Agreement (NuStar Energy L.P.)

Limited Preemptive Right. Except as provided in this Section 5.9 5.8 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Fully-Diluted Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 3 contracts

Samples: Agreement of Limited Partnership (Blueknight Energy Partners, L.P.), Global Transaction Agreement (Blueknight Energy Partners, L.P.), Agreement of Limited Partnership (Blueknight Energy Partners, L.P.)

Limited Preemptive Right. Except as provided in this Section 5.9 5.10 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 3 contracts

Samples: Limited Partnership Agreement (Martin Midstream Partners Lp), Limited Partnership Agreement (Crosstex Energy Lp), Limited Partnership Agreement (Martin Midstream Partners Lp)

Limited Preemptive Right. Except as provided in this Section 5.9 and 5.6 or as otherwise provided in Section 5.2a separate agreement by the Partnership, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its Affiliates, up to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 3 contracts

Samples: Limited Partnership Agreement (Mach Natural Resources Lp), Agreement of Limited Partnership (Mach Natural Resources Lp), Agreement of Limited Partnership (TXO Energy Partners, L.P.)

Limited Preemptive Right. Except as provided in this Section 5.9 and 5.8 or as otherwise provided in Section 5.2a separate agreement by the Partnership, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its Affiliates, up to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 3 contracts

Samples: Limited Partnership Agreement (Delek Logistics Partners, LP), Agreement of Limited Partnership (Shell Midstream Partners, L.P.), Partnership Interests Restructuring Agreement (Shell Midstream Partners, L.P.)

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The Non-Managing General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the Non-Managing General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the Non-Managing General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 3 contracts

Samples: Limited Partnership Agreement (Inergy L P), Limited Partnership Agreement (Inergy L P), Agreement of Limited Partnership (Inergy L P)

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner Partners shall have the right, which it they may from time to time assign in whole or in part to any of its their Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner Partners and its their Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner Partners and its their Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 3 contracts

Samples: Limited Partnership Agreement (Alliance Resource Partners Lp), Limited Partnership Agreement (Alliance Resource Partners Lp), Limited Partnership Agreement (Alliance Resource Partners Lp)

Limited Preemptive Right. Except as provided in this Section 5.9 5.8 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to any or all of those Percentage Interests that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 3 contracts

Samples: Limited Partnership Agreement (Westmoreland Resource Partners, LP), Contribution Agreement (WESTMORELAND COAL Co), Limited Partnership Agreement

Limited Preemptive Right. Except as provided in this Section 5.9 5.7, in Section 5.2 and in Section 5.25.10, or under the terms of the 2017 Warrants, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 3 contracts

Samples: Limited Partnership Agreement (Natural Resource Partners Lp), Limited Partnership Agreement, Limited Partnership Agreement

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.25.5, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to any or all of those Percentage Interests that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 3 contracts

Samples: Limited Partnership Agreement (Spectra Energy Partners, LP), Equity Restructuring Agreement (Spectra Energy Partners, LP), Limited Partnership Agreement

Limited Preemptive Right. Except as provided in this Section 5.9 and 5.6 or as otherwise provided in Section 5.2a separate agreement by the Partnership, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 3 contracts

Samples: Limited Partnership Agreement (CrossAmerica Partners LP), Limited Partnership Agreement (NextEra Energy Partners, LP), Limited Partnership Agreement (NextEra Energy Partners, LP)

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.25.5, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 3 contracts

Samples: Agreement of Limited Partnership (EnLink Midstream, LLC), Limited Partnership Agreement (EnLink Midstream Partners, LP), Limited Partnership Agreement (EnLink Midstream, LLC)

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests (other than the General Partner Interest) of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Enterprise GP Holdings L.P.), Limited Partnership Agreement (Enterprise GP Holdings L.P.)

Limited Preemptive Right. Except as provided in this Section 5.9 5.11 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Crosstex Energy Lp), Senior Subordinated Series B Unit Purchase Agreement (Crosstex Energy Lp)

Limited Preemptive Right. Except as provided in this Section 5.9 5.6 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Central Energy Partners Lp), Limited Partnership Agreement (Central Energy Partners Lp)

Limited Preemptive Right. Except as provided in this Section 5.9 5.5 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests (other than the General Partner Interest) of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 2 contracts

Samples: Limited Partnership Agreement (DCP Midstream Partners, LP), Limited Partnership Agreement (DCP Midstream Partners, LP)

Limited Preemptive Right. Except as provided in Section 5.3 and in this Section 5.9 and in Section 5.25.5, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities. The General Partner shall be deemed to have waived this right with respect to any issuance of a particular Partnership Security in the event that the General Partner has not exercised this right prior to the issuance of such Partnership Security.

Appears in 2 contracts

Samples: Merger Agreement (Energy Transfer Equity, L.P.), Merger Agreement (Southern Union Co)

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.25.9, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.Securities.‌

Appears in 2 contracts

Samples: Limited Partnership Agreement, Limited Partnership Agreement

Limited Preemptive Right. Except as provided in this Section 5.9 and 5.6 or as otherwise provided in Section 5.2a separate agreement by the Company, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityCompany Interest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Company Interests from the Partnership Company whenever, and on the same terms that, the Partnership Company issues Partnership Securities Company Interests to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesCompany Interests.

Appears in 2 contracts

Samples: Agreement of Limited Partnership (Hess Midstream LP), Partnership Restructuring Agreement (Hess Midstream Partners LP)

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Limited Preemptive Right. Except as provided in this Section 5.9 and 5.5 or as otherwise provided in Section 5.2a separate agreement by the Partnership, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 2 contracts

Samples: Limited Partnership Agreement, Limited Partnership Agreement (NextEra Energy Partners, LP)

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.25.8, no Person shall have any preemptive, preferential preferential, or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury treasury, or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 2 contracts

Samples: Limited Partnership Agreement (DCP Midstream, LP), Equity Restructuring Agreement (DCP Midstream, LP)

Limited Preemptive Right. Except as provided in this Section 5.9 and ‎Section 5.8 or as otherwise provided in Section 5.2a separate agreement by the Partnership, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its Affiliates, up to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 2 contracts

Samples: Exchange Agreement (Delek US Holdings, Inc.), Exchange Agreement (Delek Logistics Partners, LP)

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.25.6, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 2 contracts

Samples: Limited Partnership Agreement, Limited Partnership Agreement (VTTI Energy Partners LP)

Limited Preemptive Right. Except as provided in this Section 5.9 5.8 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Paa Natural Gas Storage Lp), Limited Partnership Agreement (Paa Natural Gas Storage Lp)

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.25.8, no Person shall have any preemptive, preferential preferential, or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury treasury, or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 1 contract

Samples: Limited Partnership Agreement

Limited Preemptive Right. Except as provided in this Section 5.9 5.8 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 1 contract

Samples: Limited Partnership Agreement

Limited Preemptive Right. Except as provided in this Section 5.9 and 5.9, in Section 5.25.2 and the Series A Purchase Agreement, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 1 contract

Samples: Limited Partnership Agreement (Stonemor Partners Lp)

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The Managing General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner Partners and its their Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner Partners and its their Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 1 contract

Samples: Limited Partnership Agreement (Cornerstone Propane Partners Lp)

Limited Preemptive Right. Except as provided in this -------------------------- Section 5.9 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 1 contract

Samples: Limited Partnership Agreement (Penn Octane Corp)

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.25.6, no Person shall have any preemptive, preferential preferential, or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury treasury, or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 1 contract

Samples: Limited Partnership Agreement (DCP Midstream, LP)

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The Managing General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner Partners and its their Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner Partners and its their Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.. 48 109

Appears in 1 contract

Samples: Limited Partnership Agreement (Cornerstone Propane Partners Lp)

Limited Preemptive Right. Except as provided in Section 5.2, this Section 5.9 5.8 and in Section 5.25.12(b)(vii), no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its AffiliatesAffiliates (including in connection with any issuances subject to Section 5.12(b)(vii)), to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to any or all of those Percentage Interests that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 1 contract

Samples: Limited Partnership Agreement

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The Operating General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the Operating General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the Operating General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 1 contract

Samples: Agreement of Limited Partnership (Genesis Energy Lp)

Limited Preemptive Right. Except as provided in this Section 5.9 5.8 and in Section 5.2, no Person shall have any preemptive, preferential preferential, or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury treasury, or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 1 contract

Samples: Limited Partnership Agreement (DCP Midstream, LP)

Limited Preemptive Right. Except as provided in this Section 5.9 5.6, in Section 5.2 and in Section 5.2the Investors’ Rights Agreement, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its AffiliatesAffiliates or to the EnCap Partnerships, to the extent necessary to maintain the Percentage Interests (other than the General Partner Interest) of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 1 contract

Samples: Agreement of Limited Partnership (EV Energy Partners, LP)

Limited Preemptive Right. Except as provided in this Section 5.9 5.08 and in Section 5.25.02(c), no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 1 contract

Samples: Agreement of Limited Partnership (OSG America L.P.)

Limited Preemptive Right. Except as provided in this Section 5.9 5.7 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 1 contract

Samples: Limited Partnership Agreement (Energy Transfer Partners, L.P.)

Limited Preemptive Right. Except as provided in this Section 5.9 5.7 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner Partner, Yorktown and its their respective Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 1 contract

Samples: Limited Partnership Agreement (Armstrong Resource Partners, L.P.)

Limited Preemptive Right. Except as provided in Section 5.1 and this Section 5.9 and in Section 5.25.5, no Person shall have any preemptive, preferential preferential, or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury treasury, or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests (other than the General Partner Interest) of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 1 contract

Samples: Limited Partnership Agreement (DCP Midstream, LP)

Limited Preemptive Right. Except as provided in this Section 5.9 5.7 and in Section 5.25.2(b), no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 1 contract

Samples: Limited Partnership Agreement (Navios Maritime Midstream Partners LP)

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.2, no No Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 1 contract

Samples: Agreement of Limited Partnership (Alliance Resource Partners Lp)

Limited Preemptive Right. Except as provided in this Section 5.9 and 5.8, Section 5.11 or as otherwise provided in Section 5.2a separate agreement by the Partnership, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 1 contract

Samples: Limited Partnership Agreement (USD Partners LP)

Limited Preemptive Right. Except as provided in this Section 5.9 and in Section 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership Security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities to Persons other than the General Partner and its Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership Securities.

Appears in 1 contract

Samples: Limited Partnership Agreement (Quest Resource Corp)

Limited Preemptive Right. Except as provided in this Section 5.9 5.6, in Section 5.2 and in Section 5.2the Investors' Rights Agreement, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership SecurityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Securities Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Securities Interests to Persons other than the General Partner and its AffiliatesAffiliates or to the EnCap Partnerships, to the extent necessary to maintain the Percentage Interests (other than the General Partner Interest) of the General Partner and its Affiliates equal to that which existed immediately prior to the issuance of such Partnership SecuritiesInterests.

Appears in 1 contract

Samples: Limited Partnership Agreement (EV Energy Partners, LP)

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