Ownership of Operating GP. The Partnership owns, and on the Closing Date and each settlement date the Partnership will own, all of the issued and outstanding membership interests of the Operating GP; such membership interests have been duly and validly authorized and issued in accordance with the limited liability company agreement of the Operating GP (as the same may be amended or restated at or prior to the Closing Date, the “Operating GP LLC Agreement”) and are fully paid (to the extent required by the Operating GP LLC Agreement) and nonassessable (except as such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware LLC Act); and the Partnership owns such membership interests free and clear of all Liens, other than those arising under the Credit Agreement.
Appears in 3 contracts
Samples: Underwriting Agreement (Targa Resources Partners LP), Underwriting Agreement (Targa Resources Partners LP), Underwriting Agreement (Targa Resources Partners LP)
Ownership of Operating GP. The Partnership owns, and on On the Closing Date and each settlement date date, after giving effect to the Transactions, the Partnership will own, own all of the issued and outstanding membership interests of the Operating GP; such membership interests have been will be duly and validly authorized and issued in accordance with the limited liability company agreement of the Operating GP (as the same may be amended or restated at or prior to the Closing Date, the “Operating GP LLC Agreement”) and are will be fully paid (to the extent required by the Operating GP LLC Agreement) and nonassessable (except as such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware LLC Act); and the Partnership owns will own such membership interests free and clear of all LiensLiens [, other than those arising under the Credit Agreement].
Appears in 1 contract
Samples: Underwriting Agreement (Targa Resources Partners LP)
Ownership of Operating GP. The Partnership owns, and on On the Closing Date and each settlement date date, after giving effect to the Transactions, the Partnership will own, own all of the issued and outstanding membership interests of the Operating GP; such membership interests have been will be duly and validly authorized and issued in accordance with the limited liability company agreement of the Operating GP (as the same may be amended or restated at or prior to the Closing Date, the “Operating GP LLC Agreement”) and are will be fully paid (to the extent required by the Operating GP LLC Agreement) and nonassessable (except as such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware LLC Act); and the Partnership owns will own such membership interests free and clear of all Liens, other than those arising under the Credit Agreement.
Appears in 1 contract
Samples: Underwriting Agreement (Targa Resources Partners LP)