Common use of Limited Preemptive Right Clause in Contracts

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 Interest or other security, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, in its sole discretion, which it may from time to time assign in whole or in part to any of its Affiliates or the beneficial owners thereof or any of their respective 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 or the beneficial owners thereof or any of their respective Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates or the beneficial owners thereof or any of their respective Affiliates equal to any or all of those Percentage Interests that existed immediately prior to the issuance of such Partnership Interests.

Limited Preemptive Right. Except as provided in this Section 5.8 and 5.8, in Section 5.2 5.2, in Section 5.12, in Section 5.13, in Section 5.14 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 or other securityInterest, whether unissued, held in the treasury unissued or hereafter created. The General Partner shall have the right, in its sole discretion, which it may from time to time assign in whole or in part to any of its Affiliates or the beneficial owners thereof or any of their respective 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 or the such beneficial owners thereof or any of their respective Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates or the and such beneficial owners thereof or any of their respective Affiliates equal to any or all of those Percentage Interests that which existed immediately prior to the issuance of such Partnership Interests.

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 Interest or other securityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, in its sole discretion, which it may from time to time assign in whole or in part to any of its Affiliates or the beneficial owners thereof or any of their respective 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 or the such beneficial owners thereof or any of their respective Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates or the and such beneficial owners thereof or any of their respective Affiliates equal to any or all of those Percentage Interests that which existed immediately prior to the issuance of such Partnership Interests.. SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP

Limited Preemptive Right. Except as provided in this Section 5.8 and 5.8, in Section 5.2 5.2, in Section 5.12 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 or other securityInterest, whether unissued, held in the treasury unissued or hereafter created. The General Partner shall have the right, in its sole discretion, which it may from time to time assign in whole or in part to any of its Affiliates or the beneficial owners thereof or any of their respective 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 or the such beneficial owners thereof or any of their respective Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates or the and such beneficial owners thereof or any of their respective Affiliates equal to any or all of those Percentage Interests that which existed immediately prior to the issuance of such Partnership Interests. 7. Section 5.10 is hereby amended and restated as follows:

Limited Preemptive Right. Except as provided in this Section 5.8 and 5.8, in Section 5.2 5.2, in Section 5.12 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 or other securityInterest, whether unissued, held in the treasury unissued or hereafter created. The General Partner shall have the right, in its sole discretion, which it may from time to time assign in whole or in part to any of its Affiliates or the beneficial owners thereof or any of their respective 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 or the such beneficial owners thereof or any of their respective Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates or the and such beneficial owners thereof or any of their respective Affiliates equal to any or all of those Percentage Interests that which existed immediately prior to the issuance of such Partnership Interests.

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 Interest or other securityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, in its sole discretion, which it may from time to time assign in whole or in part to any of its Affiliates or the beneficial owners thereof or any of their respective 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 or the such beneficial owners thereof or any of their respective Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates or the and such beneficial owners thereof or any of their respective Affiliates equal to any or all of those Percentage Interests that which existed immediately prior to the issuance of such Partnership Interests.. ACCESS MIDSTREAM PARTNERS, L.P. COMPOSITE AGREEMENT OF LIMITED PARTNERSHIP

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 Interest or other securityInterest, whether unissued, held in the treasury or hereafter created. The General Partner shall have the right, in its sole discretion, which it may from time to time assign in whole or in part to any of its Affiliates or the beneficial owners thereof or any of their respective 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 or the such beneficial owners thereof or any of their respective Affiliates, to the extent necessary to maintain the Percentage Interests of the General Partner and its Affiliates or the and such beneficial owners thereof or any of their respective Affiliates equal to any or all of those Percentage Interests that which existed immediately prior to the issuance of such Partnership Interests.. CHESAPEAKE MIDSTREAM PARTNERS, L.P. FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP