Purchase Representation. Such Purchaser is purchasing the Purchased Units for its own account and not with a view to distribution in violation of any securities laws. Such Purchaser has been advised and understands that, except as contemplated by the Registration Rights Agreement, neither the Purchased Units nor the Conversion Units have been or will be registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that the Partnership, in issuing the Purchased Units, is relying upon, among other things, the representations and warranties of such Purchaser contained in this Article IV in concluding that such issuance is a “private placement” and is exempt from the registration provisions of the Securities Act.
Appears in 3 contracts
Samples: Series a Preferred Unit Purchase Agreement, Series a Preferred Unit Purchase Agreement (CSI Compressco LP), Series a Preferred Unit Purchase Agreement
Purchase Representation. Such Purchaser is purchasing the Purchased Units for its own account and not with a view to distribution in violation of any securities laws. Such Purchaser has been advised and understands that, except as contemplated by the Registration Rights Agreement, that neither the Purchased Units nor the Conversion Units have been or will be registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that the PartnershipXxxxxxx, in issuing the Purchased Units, is relying upon, among other things, the representations and warranties of such Purchaser contained in this Article IV in concluding that such issuance is a “private placementoffering” and is exempt from the registration provisions of the Securities Act.
Appears in 3 contracts
Samples: Class B Preferred Unit Purchase Agreement (Sanchez Production Partners LP), Class a Preferred Unit Purchase Agreement (Sanchez Production Partners LP), Class a Preferred Unit Purchase Agreement (Sanchez Production Partners LP)
Purchase Representation. Such Purchaser is purchasing the Purchased Units for its own account and not with a view to distribution in violation of any securities laws. Such Purchaser has been advised and understands that, except as contemplated by the Registration Rights Agreement, that neither the Purchased Units nor the Conversion Units have been or will be registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that the Partnership, in issuing the Purchased Units, is relying upon, among other things, the representations and warranties of such Purchaser contained in this Article IV in concluding that such issuance is a “private placementoffering” and is exempt from the registration provisions of the Securities Act.
Appears in 2 contracts
Samples: Series a Preferred Unit Purchase Agreement (KNOT Offshore Partners LP), Series a Preferred Unit Purchase Agreement (Plains All American Pipeline Lp)
Purchase Representation. Such Purchaser is purchasing the Purchased Units for its own account and not with a view to distribution in violation of any securities laws. Such Purchaser has been advised and understands that, except as contemplated by the Registration Rights Agreement, that neither the Purchased Units nor the Conversion Units have been or will be registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that the PartnershipBreitburn, in issuing the Purchased Units, is relying upon, among other things, the representations and warranties of such each Purchaser contained in this Article IV in concluding that such issuance is a “private placementoffering” and is exempt from the registration provisions of the Securities Act.
Appears in 2 contracts
Samples: Series B Preferred Unit Purchase Agreement (Breitburn Energy Partners LP), Series B Preferred Unit Purchase Agreement (Breitburn Energy Partners LP)
Purchase Representation. Such Purchaser is purchasing the Purchased Units Shares and the Warrants for its own account and not with a view to distribution in violation of any securities laws. Such Purchaser has been advised and understands that, except as contemplated by the Registration Rights Agreement, that neither the Purchased Units Shares, the Warrants nor the Conversion Units Underlying Shares have been or will be registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that the PartnershipCompany, in issuing the Purchased UnitsShares and the Warrants, is relying upon, among other things, the representations and warranties of such Purchaser contained in this Article IV in concluding that such issuance is a “private placementoffering” and is exempt from the registration provisions of the Securities Act.
Appears in 1 contract
Purchase Representation. Such Purchaser is purchasing the Purchased Units for its own account and not with a view to distribution in violation of any securities laws. Such Purchaser has been advised and understands that, except as contemplated by the Registration Rights Agreement, that neither the Purchased Units nor the Conversion Units have been or will be registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that the PartnershipCrestwood, in issuing the Purchased Units, is relying upon, among other things, the representations and warranties of such Purchaser contained in this Article IV in concluding that such issuance is a “private placementoffering” and is exempt from the registration provisions of the Securities Act.
Appears in 1 contract
Samples: Class a Preferred Unit Purchase Agreement (Crestwood Midstream Partners LP)
Purchase Representation. Such Purchaser is purchasing the Purchased Units Shares and the Warrants for its own account and not with a view to distribution in violation of any securities laws. Such Purchaser has been advised and understands that, except as contemplated by the Registration Rights Agreement, agrees that neither the Purchased Units Shares, the Warrants nor the Conversion Units Underlying Shares have been or will be registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold or transferred only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that the PartnershipCompany, in issuing the Purchased UnitsShares and the Warrants, is relying upon, among other things, the representations and warranties of such Purchaser contained in this Article IV in concluding that such issuance is a “private placementoffering” and is exempt from the registration provisions of the Securities Act.
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Carrizo Oil & Gas Inc)
Purchase Representation. Such Purchaser is purchasing the Purchased Units Securities and the Warrants for its own account and not with a view to distribution in violation of any securities laws. Such Purchaser has been advised and understands that, except as contemplated by the Registration Rights Agreement, agrees that neither the Purchased Units Securities, the Warrants, the Underlying Shares nor the Conversion Units Warrant Shares have been or will be registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold or transferred only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that the PartnershipCompany, in issuing the Purchased UnitsSecurities and the Warrants, is relying upon, among other things, the representations and warranties of such Purchaser contained in this Article IV in concluding that such issuance is a “private placementoffering” and is exempt from the registration provisions of the Securities Act.
Appears in 1 contract
Purchase Representation. Such The Purchaser is purchasing the Purchased Units for its own account and not with a view to distribution in violation of any securities laws. Such The Purchaser has been advised and understands that, except as contemplated by the Registration Rights Agreement, neither that none of the Purchased Units nor the Conversion or Issued NEP Common Units have has been or will be registered under the Securities Act or under the “blue sky” laws Laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such The Purchaser has been advised and understands that the PartnershipCompany, in issuing the Purchased Units, is and NEP in agreeing to issue any Issued NEP Common Units, are relying upon, among other things, the representations and warranties of such the Purchaser contained in this Article IV in concluding that such issuance is a “private placementoffering” and is exempt from the registration provisions of the Securities Act.
Appears in 1 contract
Samples: Contribution Agreement (NextEra Energy Partners, LP)
Purchase Representation. Such Purchaser is purchasing the Purchased Units for its own account and not with a view to distribution in violation of any securities laws. Such Purchaser has been advised and understands that, except as contemplated by the Registration Rights Agreement, neither the Purchased Units nor the Conversion Units have been or will be registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that the Partnership, in issuing the Purchased UnitsXxxxx, is relying upon, among other things, the representations and warranties of such Purchaser contained in this Article IV in concluding that such issuance is a “private placement” and is exempt from the registration provisions of the Securities Act.
Appears in 1 contract