Common use of Ownership of Limited Liability Company Interests in the General Partner Clause in Contracts

Ownership of Limited Liability Company Interests in the General Partner. Xxxxxxx X. Xxxx, Xx. (the “Sole Member”) owns 100% of the outstanding limited liability company interests in the General Partner; all of such interests have been duly authorized and validly issued in accordance with the Second Amended and Restated Operating Agreement of the General Partner (the “General Partner LLC Agreement”) and are fully paid (to the extent required under the General Partner LLC Agreement) and nonassessable (except as such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware Limited Liability Company Act (the “Delaware LLC Act”)), and the Sole Member owns such interests free and clear of all liens, encumbrances (except as described in the Disclosure Package and the Final Prospectus), security interests, equities, charges or claims, except as described in the Disclosure Package and the Final Prospectus and except for Permitted Liens.

Appears in 2 contracts

Samples: Underwriting Agreement (Suburban Propane Partners Lp), Underwriting Agreement (Suburban Propane Partners Lp)

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Ownership of Limited Liability Company Interests in the General Partner. Xxxxxxx X. Xxxx, Xx. Xxxxxxx (the “Sole Member”) owns 100% of the outstanding limited liability company interests in the General Partner; all of such interests have been duly authorized and validly issued in accordance with the Second Amended and Restated Operating Agreement of the General Partner (the “General Partner LLC Agreement”) and are fully paid (to the extent required under the General Partner LLC Agreement) and nonassessable (except as such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware Limited Liability Company Act (the “Delaware LLC Act”)), and the Sole Member owns such interests free and clear of all liens, encumbrances (except as described in the Disclosure Package and the Final Prospectus)encumbrances, security interests, equities, charges or claims, in each case, except as described in the Disclosure Package and the Final Prospectus and except for Permitted Liensliens created by, or pursuant to, or permitted under the Credit Agreement.

Appears in 2 contracts

Samples: Underwriting Agreement (Suburban Propane Partners Lp), Underwriting Agreement (Suburban Propane Partners Lp)

Ownership of Limited Liability Company Interests in the General Partner. Xxxxxxx Xxxx X. Xxxx, Xx. Xxxxxxxxx (the “Sole Member”) owns 100% of the outstanding limited liability company interests in the General Partner; all of such interests have been duly authorized and validly issued in accordance with the Second Amended and Restated Operating Agreement of the General Partner (the “General Partner LLC Agreement”) and are fully paid (to the extent required under the General Partner LLC Agreement) and nonassessable (except as such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware Limited Liability Company Act (the “Delaware LLC Act”)), and the Sole Member owns such interests free and clear of all liens, encumbrances (except as described in the Disclosure Package and the Final Prospectus), security interests, equities, charges or claims, except as described in the Disclosure Package and the Final Prospectus and except for Permitted Liens.

Appears in 1 contract

Samples: Underwriting Agreement (Suburban Propane Partners Lp)

Ownership of Limited Liability Company Interests in the General Partner. Xxxxxxx X. Xxxx, Xx. (the “Sole Member”) owns 100% of the outstanding limited liability company interests in the General Partner; all of such interests have been duly authorized and validly issued in accordance with the Second Amended and Restated Operating Agreement of the General Partner (the “General Partner LLC Agreement”) and are fully paid (to the extent required under the General Partner LLC Agreement) and nonassessable (except as such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware Limited Liability Company Act (the “Delaware LLC Act”)), and the Sole Member owns such interests free and clear of all liens, encumbrances (except as described in the Disclosure Package and the Final Prospectus), security interests, equities, charges or claims, except as described in the Disclosure Package and the Final Prospectus and except for Permitted Liensliens created by, or pursuant to, or permitted under the Credit Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Suburban Propane Partners Lp)

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Ownership of Limited Liability Company Interests in the General Partner. Xxxxxxx X. Xxxx, Xx. (the “Sole Member”) owns 100% of the outstanding limited liability company interests in the General Partner; all of such interests have been duly authorized and validly issued in accordance with the Second Amended and Restated Operating Agreement of the General Partner (the “General Partner LLC Agreement”) and are fully paid (to the extent required under the General Partner LLC Agreement) and nonassessable (except as such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware Limited Liability Company Act (the “Delaware LLC Act”)), and the Sole Member owns such interests free and clear of all liens, encumbrances (except as described in the Disclosure Package and the Final Prospectus)encumbrances, security interests, equities, charges or claims, in each case, except as described in the Disclosure Package and the Final Prospectus and except for Permitted Liensliens created by, or pursuant to, or permitted under the Credit Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Suburban Propane Partners Lp)

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