Common use of The Purchaser’s Conditions Clause in Contracts

The Purchaser’s Conditions. The obligation of the Purchaser to consummate the purchase of the Units shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions (any or all of which may be waived by the Purchaser in writing, in whole or in part, to the extent permitted by applicable Law): (a) Boardwalk shall have performed and complied with the covenants and agreements contained in this Agreement that are required to be performed and complied with by Boardwalk on or prior to the Closing Date; (b) The representations and warranties of Boardwalk contained in this Agreement that are qualified by materiality or a Material Adverse Effect shall be true and correct when made and as of the Closing Date and all other representations and warranties of Boardwalk shall be true and correct in all material respects when made and as of the Closing Date, in each case as though made at and as of the Closing Date (except that representations made as of a specific date shall be required to be true and correct as of such date only); (c) The NYSE shall have authorized, upon official notice of issuance, the listing of the Units. (d) No notice of delisting from the NYSE shall have been received by Boardwalk with respect to the Common Units; and (e) Boardwalk shall have delivered, or caused to be delivered, to the Purchaser at the Closing, Boardwalk’s closing deliveries described in Section 2.6.

The Purchaser’s Conditions. The obligation of the Purchaser to consummate the purchase of the Class B Units shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions (any or all of which may be waived by the Purchaser in writing, in whole or in part, to the extent permitted by applicable Law): (a) Boardwalk shall have performed and complied with the covenants and agreements contained in this Agreement that are required to be performed and complied with by Boardwalk on or prior to the Closing Date; (b) The representations and warranties of Boardwalk contained in this Agreement that are qualified by materiality or a Material Adverse Effect shall be true and correct when made and as of the Closing Date and all other representations and warranties of Boardwalk shall be true and correct in all material respects when made and as of the Closing Date, in each case as though made at and as of the Closing Date (except that representations made as of a specific date shall be required to be true and correct as of such date only); (c) The NYSE shall have authorized, upon official notice of issuance, the listing of Common Units upon conversion of Class B Units, as set forth in the UnitsClass B Amendment. (d) No notice of delisting from the NYSE shall have been received by Boardwalk with respect to the Common Units; (e) The Class B Amendment, in all material respects in the form attached as Exhibit A to this Agreement but with such additional modifications as shall be consented to by the Purchaser (such consent not to be unreasonably withheld), shall have been duly adopted and be in full force; and (ef) Boardwalk shall have delivered, or caused to be delivered, to the Purchaser at the Closing, Boardwalk’s closing deliveries described in Section 2.6.

The Purchaser’s Conditions. The obligation of the Purchaser to consummate the purchase of the its Units shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions (any or all of which may be waived by the Purchaser on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (a) Boardwalk the Partnership shall have performed and complied in all material respects with the covenants and agreements contained in this Agreement that are required to be performed and complied with by Boardwalk it on or prior to the Closing Date; (b) The the representations and warranties of Boardwalk the Partnership contained in this Agreement that are qualified by materiality or a Partnership Material Adverse Effect shall be true and correct when made and as of the Closing Date and all other representations and warranties of Boardwalk shall be true and correct in all material respects when made and as of the Closing Date, in each case as though made at and as of the Closing Date (except that representations made as of a specific date shall be required to be true and correct as of such date only); (c) The NYSE since the date of this Agreement, no Partnership Material Adverse Effect shall have authorized, upon official notice of issuance, the listing of the Units.occurred and be continuing; (d) No notice of delisting from the NYSE shall have been received by Boardwalk with respect to the Common Units; and (e) Boardwalk Partnership shall have delivered, or caused to be delivered, to the Purchaser at the Closing, Boardwalk’s its closing deliveries described in Section 2.67.1; and (e) the Partnership shall have submitted to The Nasdaq Market a “Notification Form: Listing of Additional Shares” with respect to the Units and no notice of delisting from The Nasdaq Market shall have been received by the Partnership with respect to the Common Units.