Common use of Ownership of the Sponsor Units and the Incentive Distribution Rights Clause in Contracts

Ownership of the Sponsor Units and the Incentive Distribution Rights. EXH MLP LP LLC (“EXH MLP”) owns 7,751,641 Common Units and 4,743,750 Subordinated Units (collectively, the “Sponsor Units”) and the General Partner owns all the Incentive Distribution Rights (as defined in the Partnership Agreement). The Sponsor Units and the Incentive Distribution Rights and the limited partner interests represented thereby have been duly authorized and validly issued in accordance with the Partnership Agreement and are fully paid (to the extent required under the Partnership Agreement) and nonassessable (except as such nonassessability may be affected by matters described in Section 17-303, 17-607 and 17-804 of the Delaware LP Act); and EXH MLP owns the Sponsor Units and the General Partner owns the Incentive Distribution Rights, in each case free and clear of all Liens (except for restrictions on transferability as described in the Prospectus or the Partnership Agreement) other than, in the case of EXH MLP’s ownership of the Sponsor Units, those arising under the EXH Credit Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Exterran Partners, L.P.)

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Ownership of the Sponsor Units and the Incentive Distribution Rights. EXH MLP LP LLC (“EXH MLP”) The Selling Unitholder owns 7,751,641 13,666,107 Common Units and 4,743,750 Subordinated Units (collectively, the “Sponsor Units”) and the General Partner owns all the Incentive Distribution Rights (as defined in the Partnership Agreement). The Sponsor Units and the Incentive Distribution Rights and the limited partner interests represented thereby have been duly authorized and validly issued in accordance with the Partnership Agreement and are fully paid (to the extent required under the Partnership Agreement) and nonassessable (except as such nonassessability may be affected by matters described in Section 17-303, 17-607 and 17-804 of the Delaware LP Act); and EXH MLP the Selling Unitholder owns the Sponsor Units and the General Partner owns the Incentive Distribution Rights, in each case free and clear of all Liens (except for restrictions on transferability as described in the Prospectus or the Partnership Agreement) other than, in the case of EXH MLPthe Selling Unitholder’s ownership of the Sponsor Units, those arising under the EXH Credit Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Exterran Partners, L.P.)

Ownership of the Sponsor Units and the Incentive Distribution Rights. EXH MLP LP LLC (“EXH MLP”) The Selling Unitholder owns 7,751,641 18,956,107 Common Units and 4,743,750 Subordinated Units (collectively, the “Sponsor Units”) and the General Partner owns all the Incentive Distribution Rights (as defined in the Partnership Agreement). The Sponsor Units and the Incentive Distribution Rights and the limited partner interests represented thereby have been duly authorized and validly issued in accordance with the Partnership Agreement and are fully paid (to the extent required under the Partnership Agreement) and nonassessable (except as such nonassessability may be affected by matters described in Section 17-303, 17-607 and 17-804 of the Delaware LP Act); and EXH MLP the Selling Unitholder owns the Sponsor Units and the General Partner owns the Incentive Distribution Rights, in each case free and clear of all Liens (except for restrictions on transferability as described in the Prospectus or the Partnership Agreement) other than, in the case of EXH MLPthe Selling Unitholder’s ownership of the Sponsor Units, those arising under the EXH Credit Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Exterran Holdings Inc.)

Ownership of the Sponsor Units and the Incentive Distribution Rights. EXH MLP LP LLC (“EXH MLP”) owns 7,751,641 19,618,918 Common Units and 4,743,750 Subordinated Units (collectively, the “Sponsor Units”) and the General Partner owns all the Incentive Distribution Rights (as defined in the Partnership Agreement). The Sponsor Units and the Incentive Distribution Rights and the limited partner interests represented thereby have been duly authorized and validly issued in accordance with the Partnership Agreement and are fully paid (to the extent required under the Partnership Agreement) and nonassessable (except as such nonassessability may be affected by matters described in Section 17-303, 17-607 and 17-804 of the Delaware LP Act); and EXH MLP owns the Sponsor Units and the General Partner owns the Incentive Distribution Rights, in each case free and clear of all Liens (except for restrictions on transferability as described in the Prospectus or the Partnership Agreement) other than, in the case of EXH MLP’s ownership of the Sponsor Units, those arising under the EXH Credit Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Exterran Partners, L.P.)

Ownership of the Sponsor Units and the Incentive Distribution Rights. EXH Archrock MLP LP LLC (“EXH AROC MLP”) owns 7,751,641 29,064,637 Common Units and 4,743,750 Subordinated Units (collectively, the “Sponsor Units”) and the General Partner owns all the Incentive Distribution Rights (as defined in the Partnership Agreement). The Sponsor Units and the Incentive Distribution Rights and the limited partner interests represented thereby have been duly authorized and validly issued in accordance with the Partnership Agreement and are fully paid (to the extent required under the Partnership Agreement) and nonassessable (except as such nonassessability may be affected by matters described in Section 17-303, 17-607 and 17-804 of the Delaware LP Act); and EXH AROC MLP owns the Sponsor Units and the General Partner owns the Incentive Distribution Rights, in each case free and clear of all Liens (except for restrictions on transferability as described in the Prospectus or the Partnership Agreement) other than, in the case of EXH AROC MLP’s ownership of the Sponsor Units, those arising under the EXH AROC Credit Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Archrock Partners, L.P.)

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Ownership of the Sponsor Units and the Incentive Distribution Rights. As of the date hereof, EXH MLP LP LLC (“EXH MLP”) owns 7,751,641 23,582,056 Common Units and 4,743,750 Subordinated Units (collectively, the “Sponsor Units”) and the General Partner owns all the Incentive Distribution Rights (as defined in the Partnership Agreement). The Sponsor Units and the Incentive Distribution Rights and the limited partner interests represented thereby have been duly authorized and validly issued in accordance with the Partnership Agreement and are fully paid (to the extent required under the Partnership Agreement) and nonassessable (except as such nonassessability may be affected by matters described in Section 17-303, 17-607 and 17-804 of the Delaware LP Act); and EXH MLP owns the Sponsor Units and the General Partner owns the Incentive Distribution Rights, in each case free and clear of all Liens (except for restrictions on transferability as described in the Prospectus or the Partnership Agreement) other than, in the case of EXH MLP’s ownership of the Sponsor Units, those arising under the EXH Credit Agreement.

Appears in 1 contract

Samples: Atm Equity Offering Sales Agreement (Exterran Partners, L.P.)

Ownership of the Sponsor Units and the Incentive Distribution Rights. EXH MLP LP LLC (“EXH MLP”) owns 7,751,641 12,495,391 Common Units and 4,743,750 Subordinated Units (collectively, the “Sponsor Units”) and the General Partner owns all the Incentive Distribution Rights (as defined in the Partnership Agreement). The Sponsor Units and the Incentive Distribution Rights and the limited partner interests represented thereby have been duly authorized and validly issued in accordance with the Partnership Agreement and are fully paid (to the extent required under the Partnership Agreement) and nonassessable (except as such nonassessability may be affected by matters described in Section 17-303, 17-607 and 17-804 of the Delaware LP Act); and EXH MLP owns the Sponsor Units and the General Partner owns the Incentive Distribution Rights, in each case free and clear of all Liens (except for restrictions on transferability as described in the Prospectus or the Partnership Agreement) other than, in the case of EXH MLP’s ownership of the Sponsor Units, those arising under the EXH Credit Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Exterran Partners, L.P.)

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