Ownership of Partnership Interests. 44 TRANSACTIONS AMONG THE PARTNERSHIPS, PIONEER, PIONEER USA AND THEIR DIRECTORS AND OFFICERS................. 45
Ownership of Partnership Interests. Parent and its Subsidiaries, taken together, are the beneficial owners of 169,760,137 Common Units and the General Partner Interest. As of the date of this Agreement, the Common Units beneficially owned by Parent and its Subsidiaries constitute a Unit Majority.
Ownership of Partnership Interests. (a) Seller is the sole legal, beneficial, record and equitable owner of 7% of the issued and outstanding partnership interests of the Partnership (the “Partnership Interests”), free and clear of all Encumbrances.
(b) To Seller's knowledge, the Partnership Interests were issued in compliance with applicable laws. To Seller's knowledge, the Partnership Interests were not issued in violation of the Organizational Documents of the Partnership any other agreement, arrangement or commitment to which Seller is a party.
(c) To Seller’s knowledge, other than the Organizational Documents of Seller and the LPA, there are no other agreements or understandings in effect with respect to the voting or transfer of any of the Partnership Interests.
Ownership of Partnership Interests. (a) As of the date of this Agreement, Parent is the beneficial owner of (i) 15,621,602 Common Units and (ii) 1,245,000 Class B Units (comprised of (A) 415,000 Class B-4 Units, (B) 415,000 Class B-5 Units and (C) 415,000 Class B-6 Units), which represent all of the Common Units and Class B Units held beneficially by Parent or any of its Subsidiaries. Such Common Units and Class B Units have been duly authorized and validly issued in accordance with the Partnership Agreement; and Parent beneficially owns such Common Units and Class B Units, free and clear of all Liens (other than Permitted Liens), except for restrictions on transferability contained in the Partnership Agreement or as may be affected by Sections 30, 41, 51 and 60 of the Mxxxxxxx Islands LP Act.
(b) The General Partner is the sole general partner of the Partnership and owner of the General Partner Interest; such General Partner Interest has been duly authorized and validly issued in accordance with the Partnership Agreement; and the General Partner owns such General Partner Interest free and clear of all Liens, except for restrictions on transferability contained in the Partnership Agreement.
Ownership of Partnership Interests. Sellers are the sole legal and beneficial owners of the Partnership Interests. Sellers have not granted any security interests, liens, claims or encumbrances with respect to the Partnership Interests which will remain outstanding as of the Closing Date. At the Closing, Sellers will transfer the Partnership Interests to Purchaser free and clear of any liens, claims or encumbrances of any kind whatsoever of which Sellers have knowledge.
Ownership of Partnership Interests. (a) Seller is the legal and beneficial owner of the Partnership Interests free and clear of any and all Liens; (b) Seller is not subject to any contracts or arrangements restricting the sale and transferability of the Partnership Interests other than any restrictions on transfer under the Partnership Agreements; (c) Seller has good title to the Partnership Interests and right to transfer title to the Partnership Interests to Buyer, subject to any restrictions on transfer under the Partnership Agreements; and (d) the transfer of the Partnership Interests to Buyer pursuant to this Agreement will pass good title thereto to Buyer free and clear of any and all Liens, subject to any restrictions on transfer under the Partnership Agreements.
Ownership of Partnership Interests. OCC is the legal and beneficial owner of a 15% general partnership interest in CXY Chemicals U.S.A., and OxyChem (Canada) is the legal and beneficial owner of a 15% limited partnership interest in CXY Chemicals Canada Limited Partnership, in each case, free and clear of any liens, charges, encumbrances or rights of others (other than the rights of CanOxy under this agreement). There is no contract, option or other right of another Person binding upon or which at any time in the future may become binding upon Occidental or OCC in relation to the interest in CXY Chemicals U.S.A., or Occidental or OxyChem (Canada) in relation to the interest in CXY Chemicals Canada Limited Partnership (other than the interest of CanOxy under this agreement).
Ownership of Partnership Interests. Title. BCPM is the ----------------------------------------- owner of record and the beneficial owner of the general partnership interests in the Partnership and BCPOP (the "GP Interests") as disclosed ------------ in the Registration Statement. BCPM has not received any notice of any adverse claim to the ownership of any such GP Interests. On the Closing Date, BCPM shall have good and transferable title to the GP Interests, free and clear of all liens.
Ownership of Partnership Interests. EAPC has good title to, holds of record and owns beneficially 75% of the partnership interests in NOARK comprised of a 74% general partner interest and a 1% limited partner interest (collectively, the “Partnership Interests”). Except as set forth in the Partnership Agreement, EAPC owns the Partnership Interests free and clear of any Liens or other limitation or restriction (including any restriction on the right to vote, sell or otherwise dispose of such interests, subject only to applicable securities Laws). The Partnership Interests are duly authorized, validly issued, fully paid and nonassessable and were not issued in violation of any preemptive or other similar right. There are no (i) outstanding partnership interests, equity interests or other securities of NOARK other than the Partnership Interests and the 25% general partner interest owned by Southwestern Energy Pipeline Company, (ii) outstanding securities of NOARK convertible into, exchangeable or exercisable for partnership interests, equity interests or other securities of NOARK, (iii) authorized or outstanding options, warrants or other rights to purchase or acquire from NOARK, or obligations of NOARK to issue, any partnership interests, equity interests or other securities, including securities convertible into or exchangeable for partnership interests or other securities of NOARK or (iv) authorized or outstanding bonds, debentures, notes or other indebtedness that entitles the holders to vote (or convertible or exercisable for or exchangeable into securities that entitle the holders to vote) with holders of interests of NOARK on any matter. There are no outstanding obligations of NOARK to repurchase, redeem or otherwise acquire any partnership interests in NOARK.
Ownership of Partnership Interests. The Operating Partnership owns a ninety-nine percent (99%) general partnership interest in Property Company which owns a ninety-nine percent (99%) general partnership interest in each of the Property Owners.
