Common use of Purchase or Sale of Partnership Interests Clause in Contracts

Purchase or Sale of Partnership Interests. The General Partner may cause the Partnership to purchase or otherwise acquire Partnership Interests or options, rights, warrants, appreciation rights, phantom or tracking interests relating to Partnership Interests. As long as Partnership Interests are held by any Group Member, such Partnership Interests shall not be considered Outstanding for any purpose, except as otherwise provided herein. The General Partner or any Affiliate of the General Partner may also purchase or otherwise acquire and sell or otherwise dispose of Partnership Interests for its own account, subject to the provisions of Article IV and Article X. Notwithstanding any other provision of this Agreement or otherwise applicable provision of law or equity, any Partnership Interests or options, rights, warrants, appreciation rights, phantom or tracking interests relating to Partnership Interests that are purchased or otherwise acquired by the Partnership or any Group Member may, in the sole discretion of the General Partner, be canceled or held by the Partnership in treasury and, if so held in treasury, shall no longer be deemed to be Outstanding for any purpose. For the avoidance of doubt, Partnership Interests or Derivative Instruments that are canceled or held by the Partnership in treasury (a) shall not be allocated Net Income (Loss) pursuant to Article VI, (b) shall not be entitled to distributions pursuant to Article VI, and (c) shall neither be entitled to vote nor be counted for quorum purposes.

Purchase or Sale of Partnership Interests. The General Partner may cause the Partnership to purchase or otherwise acquire Partnership Interests or options, rights, warrants, appreciation rights, phantom or tracking interests relating to Derivative Partnership Interests; provided that, except as permitted pursuant to Section 4.10 or in connection with the AES Transaction, the General Partner may not cause any Group Member to purchase Subordinated Units during the Subordination Period. As long as Partnership Interests are held by any Group Member, such Partnership Interests shall not be considered Outstanding for any purpose, except as otherwise provided herein. The General Partner or any Affiliate of the General Partner may also purchase or otherwise acquire and sell or otherwise dispose of Partnership Interests for its own account, subject to the provisions of Article IV and Article X. Notwithstanding any other provision of anything to the contrary in this Agreement or otherwise applicable provision of law or equitythe Delaware Act, (i) any Partnership Interests or options, rights, warrants, appreciation rights, phantom or tracking interests relating to Partnership Interests that are purchased or otherwise acquired by the Partnership shall not be canceled and shall be held in treasury until such time as any or any Group Member may, in the sole discretion all of such Partnership Interests are canceled by the General Partner, be canceled or held by the Partnership in treasury and, if so held in treasury, shall no longer be deemed to be Outstanding and (ii) for any purpose. For the avoidance all purposes of doubtthis Agreement, Partnership Interests or Derivative Instruments that are canceled or held by the Partnership in treasury (aA) shall not be considered to be Outstanding, (B) shall have a Percentage Interest equal to 0%, (C) shall be reissuable by the Partnership, (D) shall not be allocated Net Income (Loss) or Net Loss pursuant to Article VIany provision of this Agreement, (bE) shall not be entitled to distributions pursuant to Article VIin accordance with any provision of this Agreement, and (cF) the holders thereof in their capacities as such, shall neither not be entitled to vote nor to be counted for quorum purposes.”

Purchase or Sale of Partnership Interests. The General Partner may cause the Partnership to purchase or otherwise acquire Partnership Interests or options, rights, warrants, appreciation rights, phantom or tracking interests relating to Derivative Partnership Interests; provided that, except as permitted pursuant to Section 4.10 or in connection with the AES Transaction, the General Partner may not cause any Group Member to purchase Subordinated Units during the Subordination Period. As long as Partnership Interests are held by any Group Member, such Partnership Interests shall not be considered Outstanding for any purpose, except as otherwise provided herein. The General Partner or any Affiliate of the General Partner may also purchase or otherwise acquire and sell or otherwise dispose of Partnership Interests for its own account, subject to the provisions of Article IV and Article X. Notwithstanding any other provision of anything to the contrary in this Agreement or otherwise applicable provision of law or equitythe Delaware Act, (i) any Partnership Interests or options, rights, warrants, appreciation rights, phantom or tracking interests relating to Partnership Interests that are purchased or otherwise acquired by the Partnership shall not be canceled and shall be held in treasury until such time as any or any Group Member may, in the sole discretion all of such Partnership Interests are canceled by the General Partner, be canceled or held by the Partnership in treasury and, if so held in treasury, shall no longer be deemed to be Outstanding and (ii) for any purpose. For the avoidance all purposes of doubtthis Agreement, Partnership Interests or Derivative Instruments that are canceled or held by the Partnership in treasury (aA) shall not be considered to be Outstanding, (B) shall have a Percentage Interest equal to 0%, (C) shall be reissuable by the Partnership, (D) shall not be allocated Net Income (Loss) or Net Loss pursuant to Article VIany provision of this Agreement, (bE) shall not be entitled to distributions pursuant to Article VIin accordance with any provision of this Agreement, and (cF) the holders thereof in their capacities as such, shall neither not be entitled to vote nor to be counted for quorum purposes."