Ownership of MPL LP and MPT LP. (i) MPGP LLC is the sole general partner of each of MPL LP and MPT LP with a 0.001% general partner interest in each of MPL LP and MPT LP; each such general partner interest has been duly authorized and validly issued in accordance with the respective agreements of limited partnership of each of MPL LP and MPT LP (as each may be amended or restated on or prior to the Delivery Date, the “MPL LP Partnership Agreement” and the “MPT LP Partnership Agreement,” respectively); and MPGP LLC owns each such general partner interest free and clear of all Liens. (ii) The Partnership is the sole limited partner of each of MPL LP and MPT LP with a 99.999% limited partner interest in each of MPL LP and MPT LP; each such limited partner interest has been duly authorized and validly issued in accordance with the MPL LP Partnership Agreement or the MPT LP Partnership Agreement, as applicable, and is fully paid (to the extent required under the MPL LP Partnership Agreement or the MPT LP Partnership Agreement, as applicable) and nonassessable (except as such nonassessability may be affected by Section 17-607 of the Delaware LP Act); and the Partnership owns each such limited partner interest free and clear of all Liens.
Appears in 3 contracts
Samples: Underwriting Agreement (Magellan Midstream Partners Lp), Underwriting Agreement (Magellan Midstream Partners Lp), Underwriting Agreement (Magellan Midstream Partners Lp)
Ownership of MPL LP and MPT LP. (i) MPGP LLC is the sole general partner of each of MPL LP and MPT LP LP, respectively, with a 0.001% general partner interest in each of MPL LP and MPT LP, respectively; each such general partner interest has been duly authorized and validly issued in accordance with the respective agreements of limited partnership of each of MPL LP and MPT LP LP, as applicable (as each the same may be amended or and/or restated on or prior to as of the Delivery Datedate hereof, the “MPL LP Partnership Agreement” and the “MPT LP Partnership Agreement,” respectively); and MPGP LLC owns each such general partner interest free and clear of all Liens.
(ii) The Partnership is the sole limited partner of each of MPL LP and MPT LP with a 99.999% limited partner interest in each of MPL LP and MPT LP, respectively; each such limited partner interest has been duly authorized and validly issued in accordance with the MPL LP Partnership Agreement or and the MPT LP Partnership Agreement, as applicable, respectively and is fully paid (to the extent required under the MPL LP Partnership Agreement or and the MPT LP Partnership Agreement, as applicablerespectively) and nonassessable (except as such nonassessability may be affected by Section Sections 17-303(a), 17-607 and 17-804 of the Delaware LP Act); and the Partnership owns each such limited partner interest free and clear of all Liens.
Appears in 3 contracts
Samples: Underwriting Agreement (Magellan Midstream Partners Lp), Underwriting Agreement (Magellan Midstream Partners Lp), Underwriting Agreement (Magellan Midstream Partners Lp)