Common use of Ownership of the Operating Company Clause in Contracts

Ownership of the Operating Company. The Partnership owns a 100% membership interest in the Operating Company; such membership interest has been duly authorized and validly issued in accordance with the Operating Company LLC Agreement and is fully paid (to the extent required under the Operating Company LLC Agreement) and nonassessable; and, to counsel’s knowledge, the Partnership owns such membership interest free and clear of all Liens other than Liens pursuant to the credit agreements and related security agreements disclosed or referred to in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Ownership of the Operating Company. The Partnership owns a 100% membership interest in the Operating Company; such membership interest has been duly authorized and validly issued in accordance with the limited liability company agreement of the Operating Company, as amended or restated on or prior to the date hereof (the “Operating Company LLC Agreement Agreement”), and is fully paid (to the extent required under the Operating Company LLC Agreement) and nonassessablenonassessable (except as such nonassessability may be affected by Section 51 of the Xxxxxxxx Islands Limited Liability Company Act); and, to counsel’s knowledge, and the Partnership owns such membership interest free and clear of all Liens other than Liens pursuant to the credit agreements and related security agreements disclosed or referred to in the Registration Statement, the Pricing Disclosure Package and the ProspectusLiens.

Ownership of the Operating Company. The Partnership owns a 100% membership interest in the Operating Company; such membership interest has been duly authorized and validly issued in accordance with the limited liability company agreement of the Operating Company, as amended or restated on or prior to the date hereof (the “Operating Company LLC Agreement Agreement”), and is fully paid (to the extent required under the Operating Company LLC Agreement) and nonassessablenonassessable (except as such nonassessability may be affected by Section 51 of the Mxxxxxxx Islands Limited Liability Company Act); and, to counsel’s knowledge, and the Partnership owns such membership interest free and clear of all Liens other than Liens pursuant to the credit agreements and related security agreements disclosed or referred to in the Registration Statement, the Pricing Disclosure Package and the ProspectusLiens.

Ownership of the Operating Company. The Partnership owns a 100% membership interest in the Operating Company; such membership interest has been duly authorized and validly issued in accordance with the Operating Company LLC Agreement and is fully paid (to the extent required under the Operating Company LLC Agreement) and nonassessable; and, to counsel’s 's knowledge, the Partnership owns such membership interest free and clear of all Liens other than Liens pursuant to the credit agreements and related security agreements disclosed or referred to in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Ownership of the Operating Company. The Partnership owns a 100% membership interest in the Operating Company; such membership interest has been duly authorized and validly issued in accordance with the limited liability company agreement of the Operating Company (the “Operating Company LLC Agreement Agreement”) and is fully paid (to the extent required under the Operating Company LLC Agreement) and nonassessablenonassessable (except as such nonassessability may be affected by Section 51 of the Mxxxxxxx Islands Limited Liability Company Act); and, to counsel’s knowledge, and the Partnership owns such membership interest free and clear of all Liens other than Liens pursuant to the credit agreements and related security agreements disclosed or referred to in the Registration Statement, the Pricing Disclosure Package and the ProspectusLiens.

Ownership of the Operating Company. The Partnership owns a 100% membership interest in the Operating Company; such membership interest has been duly authorized and validly issued in accordance with the Operating Company LLC Agreement and is fully paid (to the extent required under the Operating Company LLC Agreement) and nonassessablenonassessable (except as such nonassessability may be affected by Section 51 of the Xxxxxxxx Islands Limited Liability Company Act); and, and to counsel’s our knowledge, the Partnership owns such membership interest free and clear of all Liens other than Liens pursuant to the credit agreements and related security agreements disclosed or referred to in the Registration Statement, the Pricing Disclosure Package and the Prospectuslisted on Schedule VI hereto.

Ownership of the Operating Company. The Partnership owns a 100% of the membership interest interests in the Operating Company; such membership interest has interests have been duly authorized and validly issued in accordance with the Operating Company LLC Agreement and is are fully paid (to the extent required under the Operating Company LLC Agreement) and nonassessablenonassessable (except as such nonassessability may be affected by Section 31 of the Xxxxxxxx Islands LLC Act); and, and to such counsel’s knowledge, the Partnership owns such membership interest interests free and clear of all Liens other than Liens pursuant to the credit agreements and related security agreements disclosed or referred to (except for restrictions on transferability as described in the Registration Statement, the Pricing Disclosure Package and or the Prospectus).