Common use of Right to Vote and Related Matters Clause in Contracts

Right to Vote and Related Matters. (a) Only those Record Holders of the Outstanding Units on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders of the Class B Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class B Preferred Holders or to act with respect to matters as to which the holders of the Outstanding Class B Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class B Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class B Preferred Units. (c) Only those Record Holders of the Class C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class C Preferred Holders or to act with respect to matters as to which the holders of the Outstanding Class C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class C Preferred Units. (d) Only those Record Holders of the Class D Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class D Preferred Unit Holders or to act with respect to matters as to which the holders of the Outstanding Class D Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class D Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class D Preferred Units. (e) With respect to Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units are registered, such other Person shall, in exercising the voting rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(e) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Appears in 4 contracts

Samples: Agreement of Limited Partnership (NGL Energy Partners LP), Class D Preferred Unit and Warrant Purchase Agreement (NGL Energy Partners LP), Class D Preferred Unit and Warrant Purchase Agreement (NGL Energy Partners LP)

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Right to Vote and Related Matters. (a) Only those Record Holders of the Units (other than Outstanding Units Series A Preferred Units) on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 13.4(b)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act, voting together as a single class as provided in Section 17.5(a). All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units (other than Outstanding Series A Preferred Units) shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units (other than Outstanding Series A Preferred Units), voting together as a single class as provided in Section 17.5(a). (b) Only those Record Holders of the Class Series A Preferred Units or the Series B Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Sections 13.4(b), 16.5 and 17.5) shall be entitled to notice of, and to vote at, a meeting of Class Limited Partners holding Series A Preferred Units or Series B Preferred Holders Units, respectively, or to act with respect to matters as to which the holders of the Outstanding Class Series A Preferred Units or Outstanding Series B Preferred Units Units, respectively, have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class Series A Preferred Units or Outstanding Series B Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class Series A Preferred Units or such Outstanding Series B Preferred Units, respectively. (c) Only those Record Holders of the Class C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class C Preferred Holders or to act with respect to matters as to which the holders of the Outstanding Class C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class C Preferred Units. (d) Only those Record Holders of the Class D Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class D Preferred Unit Holders or to act with respect to matters as to which the holders of the Outstanding Class D Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class D Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class D Preferred Units. (e) With respect to Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units are registered, such other Person shall, in exercising the voting rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(e13.12(c) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Appears in 4 contracts

Samples: Limited Partnership Agreement, Agreement of Limited Partnership (Breitburn Energy Partners LP), Series B Preferred Unit Purchase Agreement (Breitburn Energy Partners LP)

Right to Vote and Related Matters. (a) Only those Record Holders of the Outstanding Units on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders of the Class Series A Preferred Units, Series B Preferred Units Units, or Series C Preferred Units, as applicable, on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.14(b)(iii), Section 5.15(b)(iii), and Section 5.16(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Class Limited Partners holding Series A Preferred Units, Series B Preferred Holders Units, or Series C Preferred Units, as applicable, or to act with respect to matters as to which the holders of the Outstanding Class Series A Preferred Units, Outstanding Series B Preferred Units Units, or Outstanding Series C Preferred Units, as applicable, have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class Series A Preferred Units, Outstanding Series B Preferred Units Units, or Outstanding Series C Preferred Units, as applicable, shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class Series A Preferred Units, Outstanding Series B Preferred Units, or Outstanding Series C Preferred Units, as applicable. (c) Only those Record Holders of the Class C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class C Preferred Holders or to act with respect to matters as to which the holders of the Outstanding Class C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class C Preferred Units. (d) Only those Record Holders of the Class D Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class D Preferred Unit Holders or to act with respect to matters as to which the holders of the Outstanding Class D Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class D Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class D Preferred Units. (e) With respect to Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company company, or clearing corporation, or an agent of any of the foregoing), in whose name such Units are registered, such other Person shall, in exercising the voting rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(e13.12(c) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Appears in 3 contracts

Samples: Limited Partnership Agreement (DCP Midstream, LP), Equity Restructuring Agreement (DCP Midstream, LP), Limited Partnership Agreement (DCP Midstream, LP)

Right to Vote and Related Matters. (a) Only those Record Holders of the Outstanding Units (other than Outstanding Series A Preferred Units) on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Common Units and Subordinated Units or to act with respect to matters as to which the holders of the Outstanding Units (other than holders of Outstanding Series A Preferred Units) have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units (other than Outstanding Series A Preferred Units) shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units (other than Outstanding Series A Preferred Units). (b) Only those Record Holders of the Class B Series A Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 16.4) shall be entitled to notice of, and to vote at, a meeting of Class B Limited Partners holding Series A Preferred Holders Units or to act with respect to matters as to which the holders of the Outstanding Class B Series A Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class B Series A Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class B Series A Preferred Units. (c) Only those Record Holders of the Class C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class C Preferred Holders or to act with respect to matters as to which the holders of the Outstanding Class C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class C Preferred Units. (d) Only those Record Holders of the Class D Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class D Preferred Unit Holders or to act with respect to matters as to which the holders of the Outstanding Class D Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class D Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class D Preferred Units. (e) With respect to Units that are held for a Person’s account by another Person that is the Record Holder (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units are registered, such other Person Record Holder shall, in exercising the voting rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial ownerBeneficial Owner, and the Partnership shall be entitled to assume it such Record Holder is so acting without further inquiry. The provisions of this Section 13.12(e13.12(c) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3. (d) Notwithstanding anything in this Agreement to the contrary, the Record Holder of an Incentive Distribution Right shall not be entitled to vote such Incentive Distribution Right on any Partnership matter.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Landmark Infrastructure Partners LP), Limited Partnership Agreement

Right to Vote and Related Matters. (a) Only those Record Holders of the Outstanding Units (other than Outstanding Preferred Units) on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Common Units and Subordinated Units or to act with respect to matters as to which the holders of the Outstanding Units (other than holders of Outstanding Preferred Units) have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units (other than Outstanding Preferred Units) shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units (other than Outstanding Preferred Units). (b) Only those Record Holders of Series A Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 16.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series A Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series A Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series A Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series A Preferred Units. (bc) Only those Record Holders of the Class Series B Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 17.4) shall be entitled to notice of, and to vote at, a meeting of Class Limited Partners holding Series B Preferred Holders Units or to act with respect to matters as to which the holders of the Outstanding Class Series B Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class Series B Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class Series B Preferred Units. (c) Only those Record Holders of the Class C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class C Preferred Holders or to act with respect to matters as to which the holders of the Outstanding Class C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class C Preferred Units. (d) Only those Record Holders of the Class D Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class D Preferred Unit Holders or to act with respect to matters as to which the holders of the Outstanding Class D Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class D Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class D Preferred Units. (e) With respect to Units that are held for a Person’s account by another Person that is the Record Holder (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units are registered, such other Person Record Holder shall, in exercising the voting rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial ownerBeneficial Owner, and the Partnership shall be entitled to assume it such Record Holder is so acting without further inquiry. The provisions of this Section 13.12(e13.12(d) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3. (e) Notwithstanding anything in this Agreement to the contrary, the Record Holder of an Incentive Distribution Right shall not be entitled to vote such Incentive Distribution Right on any Partnership matter.

Appears in 1 contract

Samples: Agreement of Limited Partnership (Landmark Infrastructure Partners LP)

Right to Vote and Related Matters. (a) Only those Record Holders of the Outstanding Units on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders of the Class B Outstanding Series A Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained set forth in the definition of “Outstanding”Section 16.4) shall be entitled to notice of, and to vote at, a meeting of Class B Limited Partners holding Series A Preferred Holders Units or to act with respect to matters as to which the holders of the Outstanding Class B Series A Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class B Series A Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class B Series A Preferred Units. (c) Only those Record Holders of the Class C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class C Preferred Holders or to act with respect to matters as to which the holders of the Outstanding Class C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class C Preferred Units. (d) Only those Record Holders of the Class D Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class D Preferred Unit Holders or to act with respect to matters as to which the holders of the Outstanding Class D Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class D Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class D Preferred Units. (e) With respect to Units Partnership Securities that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Partnership Securities are registered, such other Person shall, in exercising the voting rights in respect of such Units Partnership Securities on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Partnership Securities in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(e13.12(c) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Appears in 1 contract

Samples: Limited Partnership Agreement (Global Partners Lp)

Right to Vote and Related Matters. (a) Only those Record Holders of the Outstanding Units on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders of the Class B Series A Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.14(b)(ii)) shall be entitled to notice of, and to vote at, a meeting of Class B Limited Partners holding Series A Preferred Holders Units or to act with respect to matters as to which the holders of the Outstanding Class B Series A Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class B Series A Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class B Series A Preferred Units. (c) Only those Record Holders of the Class C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class C Preferred Holders or to act with respect to matters as to which the holders of the Outstanding Class C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class C Preferred Units. (d) Only those Record Holders of the Class D Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class D Preferred Unit Holders or to act with respect to matters as to which the holders of the Outstanding Class D Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class D Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class D Preferred Units. (e) With respect to Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units are registered, such other Person shall, in exercising the voting rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(e13.12(b) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Appears in 1 contract

Samples: Agreement of Limited Partnership (Andeavor Logistics Lp)

Right to Vote and Related Matters. (a) Only those Record Holders of the Outstanding Units on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders of the Class Series A Preferred Units or Series B Preferred Units Units, as applicable, on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.14(b)(iii) and Section 5.15(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Class Limited Partners holding Series A Preferred Units or Series B Preferred Holders Units, as applicable, or to act with respect to matters as to which the holders of the Outstanding Class Series A Preferred Units or Outstanding Series B Preferred Units Units, as applicable, have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class Series A Preferred Units or Outstanding Series B Preferred Units Units, as applicable, shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class Series A Preferred Units or Outstanding Series B Preferred Units, as applicable. (c) Only those Record Holders of the Class C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class C Preferred Holders or to act with respect to matters as to which the holders of the Outstanding Class C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class C Preferred Units. (d) Only those Record Holders of the Class D Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class D Preferred Unit Holders or to act with respect to matters as to which the holders of the Outstanding Class D Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class D Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class D Preferred Units. (e) With respect to Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units are registered, such other Person shall, in exercising the voting rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(e13.12(c) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.” Table of Contents ARTICLE XIV

Appears in 1 contract

Samples: Limited Partnership Agreement (DCP Midstream, LP)

Right to Vote and Related Matters. (a) Only those Record Holders of the Units (other than Outstanding Units Series A Preferred Units) on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 13.4(b)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units (other than Outstanding Series A Preferred Units) shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units (other than Outstanding Series A Preferred Units). (b) Only those Record Holders of the Class B Series A Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Sections 13.4(b) and 16.5) shall be entitled to notice of, and to vote at, a meeting of Class B Limited Partners holding Series A Preferred Holders Units or to act with respect to matters as to which the holders of the Outstanding Class B Series A Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class B Series A Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class B Series A Preferred Units. (c) Only those Record Holders of the Class C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class C Preferred Holders or to act with respect to matters as to which the holders of the Outstanding Class C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class C Preferred Units. (d) Only those Record Holders of the Class D Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class D Preferred Unit Holders or to act with respect to matters as to which the holders of the Outstanding Class D Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class D Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class D Preferred Units. (e) With respect to Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units are registered, such other Person shall, in exercising the voting rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(e13.12(c) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Appears in 1 contract

Samples: Limited Partnership Agreement (BreitBurn Energy Partners L.P.)

Right to Vote and Related Matters. (a) Only those Record Holders of the Outstanding Units Partnership Interests on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Partners or to act with respect to matters as to which the Partners have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Partners shall be deemed to be references to the votes or acts of the Record Holders of Partnership Interests. (b) Only those Record Holders of the Outstanding Preferred Interests on the Record Date set pursuant to Section 13.6 (and subject to the limitations set forth in Section 16.5) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Preferred Interests or to act with respect to matters as to which the holders of the Outstanding Units Preferred Interests have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units Preferred Interests shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders of the Class B Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class B Preferred Holders or to act with respect to matters as to which the holders of the Outstanding Class B Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class B Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class B Preferred UnitsInterests. (c) Only those Record Holders of the Class C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class C Preferred Holders or to act with respect to matters as to which the holders of the Outstanding Class C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class C Preferred Units. (d) Only those Record Holders of the Class D Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class D Preferred Unit Holders or to act with respect to matters as to which the holders of the Outstanding Class D Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class D Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class D Preferred Units. (e) With respect to Units Partnership Interests that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Partnership Interests are registered, such other Person shall, in exercising the voting rights in respect of such Units Partnership Interests on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Partnership Interests in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(e13.12(b) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Appears in 1 contract

Samples: Limited Partnership Agreement (Emerge Energy Services LP)

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Right to Vote and Related Matters. (a) Only those Record Holders of the Outstanding Units on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders of the Class B Outstanding Series A Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained set forth in the definition of “Outstanding”Section 16.5) shall be entitled to notice of, and to vote at, a meeting of Class B Limited Partners holding Series A Preferred Holders Units or to act with respect to matters as to which the holders of the Outstanding Class B Series A Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class B Series A Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class B Series A Preferred Units. (c) Only those Record Holders of the Class C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class C Preferred Holders or to act with respect to matters as to which the holders of the Outstanding Class C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class C Preferred Units. (d) Only those Record Holders of the Class D Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class D Preferred Unit Holders or to act with respect to matters as to which the holders of the Outstanding Class D Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class D Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class D Preferred Units. (e) With respect to Units Partnership Securities that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Partnership Securities are registered, such other Person shall, in exercising the voting rights in respect of such Units Partnership Securities on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Partnership Securities in favor of, and at the direction of, the Person who is the beneficial ownerBeneficial Owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(e13.12(c) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Appears in 1 contract

Samples: Limited Partnership Agreement (Targa Resources Partners LP)

Right to Vote and Related Matters. (a) Only those Record Holders of the Outstanding Units (other than Outstanding Preferred Units) on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Common Units or to act with respect to matters as to which the holders of the Outstanding Units (other than holders of Outstanding Preferred Units) have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units (other than Outstanding Preferred Units) shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units (other than Outstanding Preferred Units). (b) Only those Record Holders of Series A Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 16.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series A Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series A Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series A Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series A Preferred Units. (bc) Only those Record Holders of the Class Series B Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 17.4) shall be entitled to notice of, and to vote at, a meeting of Class Limited Partners holding Series B Preferred Holders Units or to act with respect to matters as to which the holders of the Outstanding Class Series B Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class Series B Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class Series B Preferred Units. (cd) Only those Record Holders of the Class Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 18.4) shall be entitled to notice of, and to vote at, a meeting of Class Limited Partners holding Series C Preferred Holders Units or to act with respect to matters as to which the holders of the Outstanding Class Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class Series C Preferred Units. (d) Only those Record Holders of the Class D Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class D Preferred Unit Holders or to act with respect to matters as to which the holders of the Outstanding Class D Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class D Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class D Preferred Units. (e) With respect to Units that are held for a Person’s account by another Person that is the Record Holder (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units are registered, such other Person Record Holder shall, in exercising the voting rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial ownerBeneficial Owner, and the Partnership shall be entitled to assume it such Record Holder is so acting without further inquiry. The provisions of this Section 13.12(e13.12(d) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3. (f) Notwithstanding anything in this Agreement to the contrary, the Record Holder of an Incentive Distribution Right shall not be entitled to vote such Incentive Distribution Right on any Partnership matter.

Appears in 1 contract

Samples: Agreement of Limited Partnership (Landmark Infrastructure Partners LP)

Right to Vote and Related Matters. (a) Only those Record Holders of the Outstanding Units on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders of the Class B Outstanding Series A Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained set forth in the definition of “Outstanding”Section 16.5) shall be entitled to notice of, and to vote at, a meeting of Class B Limited Partners holding Series A Preferred Holders Units or to act with respect to matters as to which the holders of the Outstanding Class B Series A Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class B Series A Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class B Series A Preferred Units. (c) Only those Record Holders of the Class C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class C Preferred Holders or to act with respect to matters as to which the holders of the Outstanding Class C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class C Preferred Units. (d) Only those Record Holders of the Class D Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class D Preferred Unit Holders or to act with respect to matters as to which the holders of the Outstanding Class D Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class D Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class D Preferred Units. (e) With respect to Units Partnership Securities that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Partnership Securities are registered, such other Person shall, in exercising the voting rights in respect of such Units Partnership Securities on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Partnership Securities in favor of, and at the direction of, the Person who is the beneficial ownerBeneficial Owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(e13.12(b) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Appears in 1 contract

Samples: Limited Partnership Agreement (Targa Resources Partners LP)

Right to Vote and Related Matters. (a) Only those Record Holders of the Outstanding Units on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders of the Class B Series A Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.14(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Class B Limited Partners holding Series A Preferred Holders Units or to act with respect to matters as to which the holders of the Outstanding Class B Series A Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class B Series A Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class B Series A Preferred Units. (c) Only those Record Holders of the Class C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class C Preferred Holders or to act with respect to matters as to which the holders of the Outstanding Class C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class C Preferred Units. (d) Only those Record Holders of the Class D Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class D Preferred Unit Holders or to act with respect to matters as to which the holders of the Outstanding Class D Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class D Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class D Preferred Units. (e) With respect to Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units are registered, such other Person shall, in exercising the voting rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(e13.12(c) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Appears in 1 contract

Samples: Amendment No. 5 to the Second Amended and Restated Agreement of Limited Partnership (DCP Midstream, LP)

Right to Vote and Related Matters. (a) Only those Record Holders of the Outstanding Units on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders of the Class Outstanding Series A Preferred Units or the Outstanding Series B Preferred Units Units, as applicable, on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained set forth in the definition of “Outstanding”Section 16.4 and 17.4, as applicable) shall be entitled to notice of, and to vote at, a meeting of Class Limited Partners holding Series A Preferred Units or Series B Preferred Holders Units, as applicable, or to act with respect to matters as to which the holders of the Outstanding Class Series A Preferred Units or the Outstanding Series B Preferred Units Units, as applicable, have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class Series A Preferred Units or the Outstanding Series B Preferred Units Units, as applicable, shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class Series A Preferred Units or Outstanding Series B Preferred Units, as applicable. (c) Only those Record Holders of the Class C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class C Preferred Holders or to act with respect to matters as to which the holders of the Outstanding Class C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class C Preferred Units. (d) Only those Record Holders of the Class D Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Class D Preferred Unit Holders or to act with respect to matters as to which the holders of the Outstanding Class D Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Class D Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Class D Preferred Units. (e) With respect to Units Partnership Securities that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Partnership Securities are registered, such other Person shall, in exercising the voting rights in respect of such Units Partnership Securities on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Partnership Securities in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(e13.12(c) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Appears in 1 contract

Samples: Limited Partnership Agreement (Global Partners Lp)

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