Common use of Limited Preemptive Right Clause in Contracts

Limited Preemptive Right. Except as provided in this Section 5.8 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 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 Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership 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 Interests. The determination by the General Partner to exercise (or refrain from exercising) its right pursuant to the immediately preceding sentence shall be a determination made in its individual capacity.

Appears in 7 contracts

Samples: Limited Partnership Agreement (Western Refining Logistics, LP), Limited Partnership Agreement (Columbia Pipeline Partners LP), Limited Partnership Agreement (Columbia Pipeline Partners LP)

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Limited Preemptive Right. Except as provided in this Section 5.8 5.7 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 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 Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership 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 Interests. The determination by the General Partner to exercise (or refrain from exercising) its right pursuant to the immediately preceding sentence shall be a determination made in its individual capacity.

Appears in 7 contracts

Samples: Limited Partnership Agreement (Phillips 66 Partners Lp), Partnership Interests Restructuring Agreement (Phillips 66), Limited Partnership Agreement (BP Midstream Partners LP)

Limited Preemptive Right. Except as provided in this Section 5.8 and in Section 5.2 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 InterestInterest or other security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, which that it may from time to time assign in whole or in part to any of its Affiliates, to purchase Partnership Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership 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 Interests. The Any determination by the General Partner whether to exercise (or refrain from exercising) its right pursuant to the immediately preceding sentence shall be a determination made in its individual capacitycapacity and not as the general partner of the Partnership, and such determination may be made in accordance with Section 7.9(c).

Appears in 6 contracts

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

Limited Preemptive Right. Except as provided in this Section 5.8 5.5 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 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 Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership 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 Interests. The determination by the General Partner to exercise (or refrain from exercising) its right pursuant to the immediately preceding sentence shall be a determination made in its individual capacity.

Appears in 4 contracts

Samples: Limited Partnership Agreement (Oasis Midstream Partners LP), Contribution and Simplification Agreement (Oasis Midstream Partners LP), Contribution and Simplification Agreement (Oasis Petroleum Inc.)

Limited Preemptive Right. Except as provided in this Section 5.8 5.6 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 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 Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership 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 Interests. The determination by of the General Partner to exercise (or refrain from exercising) its right pursuant to the immediately preceding sentence shall be a determination made in its individual capacity.

Appears in 3 contracts

Samples: Limited Partnership Agreement, Limited Partnership Agreement (8point3 Energy Partners LP), Master Formation Agreement (Sunpower Corp)

Limited Preemptive Right. Except as provided in this Section 5.8 5.08 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 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 Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership 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 Interests. The determination by the General Partner to exercise (or refrain from exercising) its right pursuant to the immediately preceding sentence shall be a determination made in its individual capacity.

Appears in 2 contracts

Samples: Agreement of Limited Partnership (CNX Midstream Partners LP), Exchange Agreement (CNX Resources Corp)

Limited Preemptive Right. Except as provided in this Section 5.8 5.9 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 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 Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership 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 Interests. The determination by the General Partner to exercise (or refrain from exercising) its right pursuant to the immediately preceding sentence shall be a determination made in its individual capacity.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Enviva Partners, LP), Limited Partnership Agreement

Limited Preemptive Right. Except as provided in this Section 5.8 or as otherwise provided and in a separate agreement by the PartnershipSection 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership InterestSecurity, 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 Interests Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Interests Securities 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 any or all of those Percentage Interests that which existed immediately prior to the issuance of such Partnership InterestsSecurities. The Any determination by the General Partner whether to exercise (or refrain from exercising) its right pursuant to the immediately preceding sentence shall be a determination made in its individual capacitycapacity as the general partner of the Partnership, and such determination may be made in accordance with Section 7.9(c).

Appears in 1 contract

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

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Limited Preemptive Right. Except as provided in this Section 5.8 or as otherwise provided and in a separate agreement by the PartnershipSection 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership InterestSecurity, 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 Interests Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Interests 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 InterestsSecurities. The Any determination by the General Partner whether or not to exercise (or refrain from exercising) its right pursuant to the immediately preceding sentence shall be a determination made in its individual capacity, not in its capacity as the general partner of the Partnership, and such determination may be made in accordance with Section 7.9(c).

Appears in 1 contract

Samples: Limited Partnership Agreement (Williams Pipeline Partners L.P.)

Limited Preemptive Right. Except as provided in this Section 5.8 or as otherwise provided and in a separate agreement by the PartnershipSection 5.2, no Person shall have any preemptive, preferential or other similar right with respect to the issuance of any Partnership InterestSecurity, 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 Interests Securities from the Partnership whenever, and on the same terms that, the Partnership issues Partnership Interests 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 InterestsSecurities. The Any determination by the General Partner whether or not to exercise (or refrain from exercising) its right pursuant to the immediately preceding sentence shall be a determination made in its individual capacitycapacity as the general partner of the Partnership, and such determination may be made in accordance with Section 7.9(c).

Appears in 1 contract

Samples: Limited Partnership Agreement (El Paso Pipeline Partners, L.P.)

Limited Preemptive Right. Except as provided in this Section 5.8 and in Section 5.2 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 InterestInterest or other 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 Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership 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 Interests. The Any determination by the General Partner whether to exercise (or refrain from exercising) its right pursuant to the immediately preceding sentence shall be a determination made in its individual capacitycapacity and not as the general partner of the Partnership, and such determination may be made in accordance with Section 7.9(c).

Appears in 1 contract

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

Limited Preemptive Right. Except as provided in this Section 5.8 5.7 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 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 Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership 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 Interests. The determination by the General Partner to exercise (or refrain from exercising) its right pursuant to the immediately preceding sentence shall be a determination made in its individual capacity.ALON USA PARTNERS, LP FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP

Appears in 1 contract

Samples: Limited Partnership Agreement (Alon USA Partners, LP)

Limited Preemptive Right. Except as provided in this Section 5.8 5.7 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 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 Interests from the Partnership whenever, and on the same terms that, the Partnership issues Partnership 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 Interests. The determination by the General Partner to exercise (or refrain from exercising) its right pursuant to the immediately preceding sentence shall be a determination made in its individual capacity.DOMINION MIDSTREAM PARTNERS, LP FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP

Appears in 1 contract

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

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