Common use of Ownership of the Subsidiaries Clause in Contracts

Ownership of the Subsidiaries. Except as described in the Registration Statement, the Pre-Pricing Prospectus, the Prospectus and any Permitted Free Writing Prospectuses, the Company indirectly owns of record 100% of the limited liability company interests, partnership interests or capital stock, as the case may be, of each of the Subsidiaries (excluding Wxxx/Dxxxx Gatherers, a Texas general partnership (“Wxxx/Dxxxx”), and Southern Dome LLC, a Delaware limited liability company (“Southern Dome”), as to which the Company owns a 62.5% partnership interest and a majority limited liability company interest, respectively). All such limited liability company interests, partnership interests or capital stock, as the case may be, has been duly authorized and validly issued in accordance with the limited liability company agreements, limited partnership agreements or articles of incorporation and bylaws, as the case may be, of such entity and are fully paid (to the extent required under their respective limited liability company agreements or limited partnership agreements) and non-assessable (except as such nonassessability may be affected by: (A) Section 18-607 of the Delaware LLC Act, in the case of a Delaware limited liability company, (B) Section 17-607 of the Delaware LP Act, in the case of a Delaware limited partnership, or (C) Sections 3.03, 5.02 and 6.07 of the Texas LP Act, in the case of a Texas limited partnership); and all such interests are owned free and clear of all liens, encumbrances (except restrictions on transferability as described in the Registration Statement, the Pre-Pricing Prospectus, the Prospectus or any Permitted Free Writing Prospectuses), security interests, equities, charges and other claims (other than those arising under the Credit Agreements).

Ownership of the Subsidiaries. Except as described in the Registration Statement, the Pre-Pricing Prospectus, the Prospectus and any Permitted Free Writing Prospectuses, the The Company directly or indirectly owns of record 100% of the limited liability company interests, limited partnership interests or capital stock, as the case may be, of each of the Subsidiaries (excluding Wxxx(i) Xxxx/Dxxxx Xxxxx Gatherers, a Texas general partnership (“WxxxXxxx/DxxxxXxxxx”), and as to which the Company owns a 62.5% partnership interest, (ii) Southern Dome LLCL.L.C., a Delaware limited liability company (“Southern Dome”), as to which the Company owns a 62.5% partnership interest and a majority limited liability company interest, respectively(iii) Bighorn Gas Gathering L.L.C., a Delaware limited liability company (“Bighorn”), as to which the Company owns a 51% membership interest, and (iv) Fort Union Gas Gathering, L.L.C., a Delaware limited liability company (“Fort Union”), as to which the Company owns a 37.04% membership interest) . All such limited liability company interests, limited partnership interests or capital stock, as the case may be, has been duly authorized and validly issued in accordance with the limited liability company agreements, limited partnership agreements or articles of incorporation and bylaws, as the case may be, of such entity and are fully paid (to the extent required under their respective limited liability company agreements or limited partnership agreements) and non-assessable (except as such nonassessability may be affected by: (A) Section 18-607 of the Delaware LLC Act, in the case of a Delaware limited liability company, (B) Section 17-607 of the Delaware LP Act, in the case of a Delaware limited partnership, or (C) or Sections 3.03, 5.02 and 6.07 of the Texas LP Act, in the case of a Texas limited partnership); and all such interests are owned free and clear of all liens, encumbrances (except restrictions on transferability as described in the Registration StatementPricing Disclosure Package and the Offering Memorandum or, in the Pre-Pricing Prospectuscase of Xxxx/Xxxxx, Southern Dome, Bighorn and Fort Union, as set forth in its partnership agreement or limited liability agreement, as the Prospectus or any Permitted Free Writing Prospectusescase may be), security interests, equities, charges and other claims (other than those arising under the Credit AgreementsAgreement, the Fort Union Credit Agreement or the CMS Note).

Ownership of the Subsidiaries. Except as described in the Registration Statement, the Pre-Pricing Prospectus, the Prospectus and any Permitted Free Writing Prospectuses, the The Company directly or indirectly owns of record 100% of the limited liability company interests, limited partnership interests or capital stock, as the case may be, of each of the Subsidiaries Copano Entities (excluding Wxxx(i) Xxxx/Dxxxx Xxxxx Gatherers, a Texas general partnership (“WxxxXxxx/DxxxxXxxxx”), and as to which the Company owns a 62.5% partnership interest, (ii) Southern Dome LLCL.L.C., a Delaware limited liability company (“Southern Dome”), as to which the Company owns a 62.5% partnership interest and a majority limited liability company interest, respectively(iii) Bighorn Gas Gathering L.L.C., a Delaware limited liability company (“Bighorn”), as to which the Company owns a 51% membership interest, and (iv) Fort Union Gas Gathering, L.L.C., a Delaware limited liability company (“Fort Union”), as to which the Company owns a 37.04% membership interest). All such limited liability company interests, limited partnership interests or capital stock, as the case may be, has been duly authorized and validly issued in accordance with the limited liability company agreements, limited partnership agreements or articles of incorporation and bylaws, as the case may be, of such entity and are fully paid (to the extent required under their respective limited liability company agreements or limited partnership agreements) and non-assessable (except as such nonassessability may be affected by: (A) Section 18-607 of the Delaware LLC Act, in the case of a Delaware limited liability company, (B) Section 17-607 of the Delaware LP Act, in the case of a Delaware limited partnership, or (C) Sections 3.03, 5.02 and 6.07 of the Texas LP Act, in the case of a Texas limited partnership, (D) Section 5.09 of the Texas LLC Act, in the case of a Texas limited liability company or (E) Section 2031 of the Oklahoma Limited Liability Company Act, in the case of an Oklahoma limited liability company); and all such interests are owned free and clear of all liens, encumbrances (except restrictions on transferability as described in the Registration Statement, the Pre-Pricing Prospectus, Time of Sale Prospectus or the Prospectus or, in the case of Xxxx/Xxxxx, Southern Dome, Bighorn and Fort Union, as set forth in its partnership agreement or any Permitted Free Writing Prospectuseslimited liability agreement, as the case may be), security interests, equities, charges and other claims (other than those arising under the Credit AgreementsAgreement or the Fort Union Credit Agreement).

Ownership of the Subsidiaries. Except as described in the Registration Statement, the Pre-Pricing Prospectus, the Prospectus and any Permitted Free Writing Prospectuses, the The Company directly or indirectly owns of record 100% of the limited liability company interests, partnership interests or capital stock, as the case may be, of each of the Subsidiaries (excluding WxxxCPG, CWDPL, CWDPL Holdings, CHC, Mid-Continent and Rocky Mountains) except with respect to (i) Xxxx/Dxxxx Gatherers, a Texas general partnership (“Wxxx/Dxxxx”), and Southern Dome LLC, a Delaware limited liability company (“Southern Dome”)Xxxxx, as to which the Company owns a 62.5% partnership interest and interest, (ii) Southern Dome, as to which the Company owns a majority limited liability company interest, respectively(iii) Bighorn, as to which the Company owns a 51% limited liability company interest, (iv) Fort Union, as to which the Company owns a 37.04% limited liability company interest, (v) Liberty Pipeline, as to which the Company owns a 50% limited liability company interest, (vi) Eagle Ford Gathering, as to which the Company owns a 50% limited liability company interest and (vii) Double Eagle, as to which the Company owns a 50% limited liability company interest). All such limited liability company interests, partnership interests or capital stock, as the case may be, has have been duly authorized and validly issued in accordance with the limited liability company agreements, limited partnership agreements or articles of incorporation and bylaws, as the case may be, of such entity and are fully paid (to the extent required under their respective limited liability company agreements or limited partnership agreements) and non-assessable (except as such nonassessability may be affected by: (A) Section Sections 18-607 and 18-804 of the Delaware LLC Act, in the case of a Delaware limited liability company, (B) Section Sections 17-607 and 17-804 of the Delaware LP Act, in the case of a Delaware limited partnership, or (C) Sections 3.03153.102, 5.02 153.103, 153.202 and 6.07 153.210 of the Texas LP ActTBOC, in the case of a Texas limited partnership, (D) Section 101.206 of the TBOC, in the case of a Texas limited liability company or (E) Section 2031 of the Oklahoma Limited Liability Company Act, in the case of an Oklahoma limited liability company); and all such interests are owned free and clear of all liens, encumbrances (except restrictions on transferability as described in the Registration Statement, the Pre-Pricing Prospectus, Time of Sale Information or the Prospectus or, in the case of Xxxx/Xxxxx, Southern Dome, Bighorn, Fort Union, Liberty Pipeline, Eagle Ford Gathering and Double Eagle, as set forth in its partnership agreement or any Permitted Free Writing Prospectuseslimited liability agreement, as the case may be), security interests, equities, charges and other claims (other than those arising under the Credit AgreementsAgreement).