Ownership of the Rice Water Entities. Rice OpCo owns, and at each Delivery Date will own, 100% of the limited liability company interests in each of the Rice Water Entities; such limited liability company interests are duly authorized and validly issued in accordance with the limited liability company agreements of the Rice Water Entities (the “Rice Water LLC Agreements”) and are fully paid (to the extent required under the Rice Water LLC Agreement) and nonassessable (except to the extent such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware LLC Act); and such limited liability company interests are owned free and clear of all Liens (except for (i) restrictions on transferability contained in the Rice Water LLC Agreements, (ii) Liens created or arising under the Delaware LLC Act and (iii) Liens created or arising under the Revolving Credit Facility).
Appears in 1 contract
Samples: Underwriting Agreement (Rice Midstream Partners LP)
Ownership of the Rice Water Entities. Rice OpCo ownsOn the Closing Date, and at each Delivery Date the Operating Company will own, own 100% of the limited liability company interests in each of the Rice Water Entities; such limited liability company interests are will have been duly authorized and validly issued in accordance with the limited liability company agreements of the Rice Water Entities (the “Rice Water LLC Agreements”) and are will be fully paid (to the extent required under the Rice Water LLC Agreement) and nonassessable (except to the extent such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware LLC Act); and such limited liability company interests are will be owned free and clear of all Liens (except for (i) restrictions on transferability contained in the Rice Water LLC Agreements, (ii) Liens created or arising under the Delaware LLC Act and (iii) Liens created or arising under the Revolving Credit Facility).
Appears in 1 contract
Samples: Common Unit Purchase Agreement (Rice Midstream Partners LP)
Ownership of the Rice Water Entities. Rice OpCo ownsOn the Closing Date, and at each Delivery Date the Operating Company will own, own 100% of the limited liability company interests in each of the Rice Water Entities; such limited liability company interests are will have been duly authorized and validly issued in accordance with the limited liability company agreements of the Rice Water Entities (the “Rice Water LLC Agreements”) and are will be fully paid (to the extent required under the Rice Water LLC AgreementAgreements) and nonassessable (except to the extent such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware LLC Act); and such limited liability company interests are will be owned free and clear of all Liens (except for (i) restrictions on transferability contained in the Rice Water LLC Agreements, (ii) Liens created or arising under the Delaware LLC Act and (iii) Liens created or arising under the Revolving Credit Facility).
Appears in 1 contract
Samples: Common Unit Purchase Agreement (Rice Midstream Partners LP)
Ownership of the Rice Water Entities. Rice OpCo ownsOn the Closing Date, and at each Delivery Date the Operating Company will own, own 100% of the limited liability company interests in each of the Rice Water Entities; such limited liability company interests are will have been duly authorized and validly issued in accordance with the limited liability company agreements of the Rice Water Entities (the “Rice Water LLC Agreements”) and are will be fully paid (to the extent required under the Rice Water LLC AgreementAgreements) and nonassessable (except to the extent such nonassessability may be affected by Sections 18-607 and 18-18- 804 of the Delaware LLC Act); and such limited liability company interests are will be owned free and clear of all Liens (except for (i) restrictions on transferability contained in the Rice Water LLC Agreements, (ii) Liens created or arising under the Delaware LLC Act and (iii) Liens created or arising under the Revolving Credit Facility).
Appears in 1 contract
Samples: Common Unit Purchase Agreement