Common use of Termination of Subordination Period, Conversion of Subordinated Units and Extinguishment of Cumulative Common Unit Arrearages Clause in Contracts

Termination of Subordination Period, Conversion of Subordinated Units and Extinguishment of Cumulative Common Unit Arrearages. Notwithstanding any provision of this Agreement, if the General Partner is removed as general partner of the Partnership under circumstances where Cause does not exist: (i) the Subordination Period will end and all Outstanding Subordinated Units held by any Person will immediately and automatically convert into Common Units on a one-for-one basis, provided (a) neither such Person nor any of its Affiliates voted any of its Units in favor of the removal and (b) such Person is not an Affiliate of the successor General Partner; provided, however, that such converted Subordinated Units shall remain subject to the provisions of Section 6.7(c), (ii) all Cumulative Common Unit Arrearages on the Common Units will be extinguished and (iii) the Combined Interest will immediately and automatically convert into Common Units in accordance with Section 11.3, provided the Departing General Partner is the holder, or is an Affiliate of the holder, of the Combined Interest.

Appears in 3 contracts

Samples: Cypress Energy Partners, L.P., World Point Terminals, LP, World Point Terminals, LP

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Termination of Subordination Period, Conversion of Subordinated Units and Extinguishment of Cumulative Common Unit Arrearages. Notwithstanding any provision of this Agreement, if the General Partner is removed as general partner of the Partnership under circumstances where Cause does not exist: (i) the Subordination Period will end and all Outstanding Subordinated Units held by any Person will immediately and automatically convert into Common Units on a one-for-one basis, provided (a) neither such Person nor any of its Affiliates voted any of its Units in favor of the removal and (b) such Person is not an Affiliate of the successor General Partner; provided, however, that such converted Subordinated Units shall remain subject to the provisions of Section 6.7(c), (ii) all Cumulative Common Unit Arrearages on the Common Units will be extinguished and (iii) the Combined Interest will immediately and automatically convert into Common Units in accordance with Section 11.3, provided the Departing General Partner is the holder, or is an Affiliate affiliate of the holder, of the Combined Interest.

Appears in 2 contracts

Samples: Partnership Agreement (JP Energy Partners LP), www.lw.com

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Termination of Subordination Period, Conversion of Subordinated Units and Extinguishment of Cumulative Common Unit Arrearages. Notwithstanding any provision of this the Agreement, if the General Partner is removed as general partner of the Partnership under circumstances where Cause does not exist: exist and Units held by the General Partner and its Affiliates are not voted in favor of such removal, (i) the Subordination Period will end and all Outstanding Subordinated Units held by any Person will immediately and automatically convert into Common Units on a one-for-one basisbasis (subject to appropriate adjustments in the event of any split, provided (a) neither such Person nor any of its Affiliates voted any of its Units in favor of the removal and (b) such Person is not an Affiliate of the successor General Partnercombination, recapitalization or other similar event involving Common Units); provided, however, that such converted Subordinated Units shall remain subject to the provisions of Section 6.7(cC2.4(c), (ii) all Cumulative Common Unit Arrearages on the Common Units will be extinguished and (iii) the Combined General Partner will have the right to convert its General Partner Interest will immediately and automatically convert its Incentive Distribution Rights into Common Units or to receive cash in exchange therefor in accordance with Section 11.3, provided the Departing General Partner is the holder, or is an Affiliate 11.3 of the holder, of the Combined Interest.Agreement. 100

Appears in 1 contract

Samples: American Energy Capital Partners, LP

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