Common use of Ownership of the Operating Subsidiary Clause in Contracts

Ownership of the Operating Subsidiary. The Partnership owns, and at the Closing Date and each Option Closing Date, if any, will own, directly or indirectly, all of the issued and outstanding membership interests in the Operating Subsidiary; such membership interests have been duly authorized and validly issued in accordance with the Organizational Document of the Operating Subsidiary and are fully paid (to the extent required by the Organizational Document of the Operating Subsidiary) and nonassessable (except as nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware LLC Act); and the Partnership owns all such membership interests free and clear of all Liens.

Appears in 3 contracts

Samples: Underwriting Agreement (QR Energy, LP), Underwriting Agreement (QR Energy, LP), Underwriting Agreement (QR Energy, LP)

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Ownership of the Operating Subsidiary. The Partnership owns, and at At the Closing Date and each Option Closing Date, if any, after giving effect to the Formation Transactions, the Partnership will own, directly or indirectly, all of the issued and outstanding membership interests in the Operating Subsidiary; such membership interests have been will be duly authorized and validly issued in accordance with the Organizational Document of the Operating Subsidiary and are Subsidiary, as in effect at such time, fully paid (to the extent required by the Organizational Document of the Operating Subsidiary) and nonassessable (except as nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware LLC Act); and the Partnership owns will own all such membership interests free and clear of all Liens.

Appears in 3 contracts

Samples: Underwriting Agreement (QR Energy, LP), Underwriting Agreement (QR Energy, LP), Underwriting Agreement (QR Energy, LP)

Ownership of the Operating Subsidiary. The Partnership owns, and at the Closing Date and each Option Closing Date, if any, will own, directly or indirectly, all of the issued and outstanding membership interests in the Operating Subsidiary; such membership interests have been duly authorized and validly issued in accordance with the Organizational Document limited liability company agreement of the Operating Subsidiary Subsidiary, as in effect at such time, and are fully paid (to the extent required by the Organizational Document limited liability company agreement of the Operating Subsidiary) and nonassessable non-assessable (except as nonassessability such non-assessability may be affected by Sections 18-303, 18-607 and 18-804 of the Delaware LLC Act); and the Partnership owns all such membership interests free and clear of all Liens, other than those created or arising under the Amended and Restated Partnership Agreement.

Appears in 2 contracts

Samples: Underwriting Agreement (LRR Energy, L.P.), Underwriting Agreement (LRR Energy, L.P.)

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Ownership of the Operating Subsidiary. The Partnership owns, and at At the Closing Date and each the Option Closing Date, if any, after giving effect to the transactions (including the Transactions) contemplated by this Agreement and the Transaction Documents, the Partnership will own, directly or indirectly, all own 100% of the issued and outstanding membership interests in the Operating Subsidiary; such membership interests have been will be duly authorized and validly issued in accordance with the Organizational Document of the Operating Subsidiary LLC Agreement and are will be fully paid (to the extent required by the Organizational Document of under the Operating SubsidiarySubsidiary 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 all will own such membership interests free and clear of all Liens, other than Liens created by or arising under the Delaware LLC Act or Liens securing obligations under the Credit Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Mid-Con Energy Partners, LP)

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