Series a Preferred Unit Purchase Agreement Sample Contracts

SIXTH WAIVER AND AMENDMENT TO SERIES A PREFERRED UNIT PURCHASE AGREEMENT
Series a Preferred Unit Purchase Agreement • August 5th, 2024 • Aemetis, Inc • Industrial organic chemicals • New York

This Sixth Waiver and Amendment to Series A Preferred Unit Purchase Agreement (this “Amendment”), effective as of April 30, 2024 (“Effective Date”), is made by and among (i) AEMETIS BIOGAS LLC, a Delaware limited liability company (“ABGL” or “COMPANY”), (ii) PROTAIR-X TECHNOLOGIES INC., a Canadian corporation (the “Purchaser”), and (iii) THIRD EYE CAPITAL CORPORATION, an Ontario corporation, as agent for the Purchaser (“Agent”).

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EX-10.1 3 d245288dex101.htm EX-10.1 Execution Version SERIES A PREFERRED UNIT PURCHASE AGREEMENT among CSI COMPRESSCO LP and THE PURCHASERS PARTY HERETO Page EXHIBIT A — Form of Opinion of Vinson & Elkins L.L.P. EXHIBIT B — Form of General Partner...
Series a Preferred Unit Purchase Agreement • May 5th, 2020 • New York

This SERIES A PREFERRED UNIT PURCHASE AGREEMENT, dated as of September 20, 2016 (this “Agreement”), is entered into by and among CSI COMPRESSCO LP, a Delaware limited partnership (the “Partnership”), and each of the purchasers set forth in Schedule A hereto (the “Purchasers”).

AMENDMENT NO. 1 to SERIES A PREFERRED UNIT PURCHASE AGREEMENT
Series a Preferred Unit Purchase Agreement • October 27th, 2017 • NextEra Energy Partners, LP • Electric services

This AMENDMENT NO. 1, dated as of June 28, 2017 (this “Amendment”), to the SERIES A PREFERRED UNIT PURCHASE AGREEMENT, dated as of June 20, 2017 (the “Agreement”), is entered into by and among NEXTERA ENERGY PARTNERS, LP, a Delaware limited partnership (the “Partnership”), and the purchasers set forth in the signature pages hereto (the “Purchasers”). Unless otherwise defined, capitalized terms used in this Amendment shall have the meanings ascribed them in the Agreement.

SERIES A PREFERRED UNIT PURCHASE AGREEMENT
Series a Preferred Unit Purchase Agreement • March 31st, 2017 • Energy Transfer Equity, L.P. • Natural gas transmission • Delaware

This SERIES A PREFERRED UNIT PURCHASE AGREEMENT, dated as of March 30, 2017 (this “Agreement”), is by and between SUNOCO LP, a Delaware limited partnership (“SUN”), and ENERGY TRANSFER EQUITY, L.P., a Delaware limited partnership (the “Purchaser”). SUN and the Purchaser are sometimes referred to herein as a “Party” and, collectively, as the “Parties.”

SERIES A PREFERRED UNIT PURCHASE AGREEMENT among PLAINS ALL AMERICAN PIPELINE, L.P. and THE PURCHASERS PARTY HERETO
Series a Preferred Unit Purchase Agreement • February 2nd, 2016 • Plains All American Pipeline Lp • Pipe lines (no natural gas) • Delaware

This SERIES A PREFERRED UNIT PURCHASE AGREEMENT, dated as of January 12, 2016 (this “Agreement”), is entered into by and among PLAINS ALL AMERICAN PIPELINE, L.P., a Delaware limited partnership (the “Partnership”), and the purchasers set forth in Schedule A hereto (the “Purchasers”).

SERIES A PREFERRED UNIT PURCHASE AGREEMENT between CYPRESS ENERGY PARTNERS, L.P. and STEPHENSON EQUITY, CO. NO. 3 May 29, 2018
Series a Preferred Unit Purchase Agreement • May 31st, 2018 • Cypress Energy Partners, L.P. • Oil & gas field services, nec • Delaware

THIS SERIES A PREFERRED UNIT PURCHASE AGREEMENT (this “Agreement”) is entered into effective as of May 29, 2018 (the “Initial Closing Date”) between CYPRESS ENERGY PARTNERS, L.P., a Delaware limited partnership (the “Partnership”), and STEPHENSON EQUITY, CO. NO. 3, a Texas general partnership (the “Purchaser”). The Partnership and the Purchaser are each a “Party” and collectively, the “Parties”.

SERIES A PREFERRED UNIT PURCHASE AGREEMENT
Series a Preferred Unit Purchase Agreement • August 8th, 2022 • Aemetis, Inc • Industrial organic chemicals

This Waiver and Amendment to Series A Preferred Unit Purchase Agreement (this “Amendment”), is dated as of August 8, 2022, is made by and among (i) AEMETIS BIOGAS LLC, a Delaware limited liability company (“ABGL”), PROTAIR-X AMERICAS, INC., a Delaware corporation (the “Purchaser”), and (ii) THIRD EYE CAPITAL CORPORATION, an Ontario corporation, as agent for the Purchaser (“Agent”).

SERIES A PREFERRED UNIT PURCHASE AGREEMENT among KNOT OFFSHORE PARTNERS LP and THE PURCHASERS PARTY HERETO December 6, 2016
Series a Preferred Unit Purchase Agreement • December 6th, 2016 • KNOT Offshore Partners LP • Water transportation • New York

THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF KNOT OFFSHORE PARTNERS LP, dated as of [•], 2017, is entered into by and between KNOT Offshore Partners GP LLC, a Marshall Islands limited liability company, as the General Partner, together with any other Persons who are or become Partners in the Partnership or parties hereto, as provided herein.

AMENDMENT NO. 1 TO SERIES A PREFERRED UNIT PURCHASE AGREEMENT among PLAINS ALL AMERICAN PIPELINE, L.P. and THE PURCHASERS PARTY HERETO
Series a Preferred Unit Purchase Agreement • February 2nd, 2016 • Plains All American Pipeline Lp • Pipe lines (no natural gas) • Delaware

This AMENDMENT NO. 1 (this “Amendment”) to that certain Series A Preferred Unit Purchase Agreement, dated as of January 12, 2016 (the “Agreement”), by and among PLAINS ALL AMERICAN PIPELINE, L.P., a Delaware limited partnership (the “Partnership”), and the purchasers set forth therein (the “Original Purchasers”), is made as of January 21, 2016, by and among the Partnership, the Original Purchasers, Stonepeak Infrastructure Fund LP (“Stonepeak I”) and Stonepeak Infrastructure Fund II LP (“Stonepeak II” and, together with Stonepeak I and the Original Purchasers, the “Purchasers”).

FIRST AMENDMENT TO SERIES A PREFERRED UNIT PURCHASE AGREEMENT
Series a Preferred Unit Purchase Agreement • February 2nd, 2017 • KNOT Offshore Partners LP • Water transportation • New York

THIS FIRST AMENDMENT TO SERIES A PREFERRED UNIT PURCHASE AGREEMENT (this “First Amendment”), is entered into as of February 2, 2017, by and among KNOT OFFSHORE PARTNERS LP, a Marshall Islands limited partnership (the “Partnership”), and the Purchasers party to the Purchase Agreement (as defined below).

R-NAV, LLC SERIES A PREFERRED UNIT PURCHASE AGREEMENT
Series a Preferred Unit Purchase Agreement • July 16th, 2014 • Navidea Biopharmaceuticals, Inc. • In vitro & in vivo diagnostic substances • Delaware

This Series A Preferred Unit Purchase Agreement (this “Agreement”) is made and entered into as of July 15, 2014, by and among R-NAV, LLC, a Delaware limited liability company (the “Company”), and each of those persons and entities, severally and not jointly, whose names are set forth on the Schedule attached hereto as Exhibit A (the “Schedule of Purchasers”) (collectively, the “Purchasers” and each, without distinction, a “Purchaser”).

SERIES A PREFERRED UNIT PURCHASE AGREEMENT among NEXTERA ENERGY PARTNERS, LP and THE PURCHASERS PARTY HERETO JUNE 20, 2017
Series a Preferred Unit Purchase Agreement • June 22nd, 2017 • NextEra Energy Partners, LP • Electric services • Delaware

THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NEXTERA ENERGY PARTNERS, LP, dated as of [_], 2017, is entered into by and between NextEra Energy Partners GP, Inc., a Delaware corporation, as the General Partner, and NextEra Energy Equity Partners, LP, a Delaware limited partnership, together with any other Persons who are or become Partners in the Partnership or parties hereto as provided herein.

FIFTH WAIVER AND AMENDMENT TO SERIES A PREFERRED UNIT PURCHASE AGREEMENT
Series a Preferred Unit Purchase Agreement • February 14th, 2024 • Aemetis, Inc • Industrial organic chemicals • New York

This Fifth Waiver and Amendment to Series A Preferred Unit Purchase Agreement (this “Amendment”), effective as of February 8, 2024 (“Effective Date”), is made by and among (i) AEMETIS BIOGAS LLC, a Delaware limited liability company (“ABGL” or “COMPANY”), (ii) PROTAIR-X AMERICAS, INC., a Delaware corporation and wholly owned subsidiary of Protair-X Technologies Inc., a Canadian corporation (the “Purchaser”), and (iii) THIRD EYE CAPITAL CORPORATION, an Ontario corporation, as agent for the Purchaser (“Agent”).

SECOND AMENDMENT TO SERIES A PREFERRED UNIT PURCHASE AGREEMENT
Series a Preferred Unit Purchase Agreement • May 17th, 2017 • KNOT Offshore Partners LP • Water transportation • New York

THIS THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF KNOT OFFSHORE PARTNERS LP, dated as of [June 30], 2017, is entered into by and between KNOT Offshore Partners GP LLC, a Marshall Islands limited liability company, as the General Partner, together with any other Persons who are or become Partners in the Partnership or parties hereto, as provided herein.

SERIES A PREFERRED UNIT PURCHASE AGREEMENT among KIMBELL ROYALTY PARTNERS, LP, and THE SEVERAL PURCHASERS PARTY HERETO August 2, 2023
Series a Preferred Unit Purchase Agreement • August 2nd, 2023 • Kimbell Royalty Partners, LP • Crude petroleum & natural gas • Delaware

This Series A Preferred Unit Purchase Agreement, dated as of August 2, 2023 (this “Agreement”), is entered into by and among Kimbell Royalty Partners, LP, a Delaware limited partnership (the “Partnership”), Apollo Accord+ Aggregator A, L.P., Apollo Accord V Aggregator A, L.P., Apollo Defined Return Aggregator A, L.P., Apollo Calliope Fund, L.P., Apollo Excelsior, L.P., Apollo Credit Strategies Master Fund Ltd., Apollo Atlas Master Fund, LLC, Apollo Union Street SPV, L.P., Host Plus PTY Limited - Accord, Apollo Delphi Fund, L.P., Apollo Royalties Partners I, L.P., AHVF (AIV), L.P., AHVF Intermediate Holdings, L.P., AHVF TE/892/QFPF (AIV), L.P. and ACMP Holdings, LLC (such entities listed after the Partnership, each, a “Purchaser” and collectively, the “Purchasers”).

SERIES A PREFERRED UNIT PURCHASE AGREEMENT BY AND AMONG ATLAS ENERGY GROUP, LLC AND THE PURCHASERS SIGNATORY HERETO
Series a Preferred Unit Purchase Agreement • March 2nd, 2015 • Atlas Energy Group, LLC • Crude petroleum & natural gas • Delaware

This SERIES A PREFERRED UNIT PURCHASE AGREEMENT, is entered into as of February 26, 2015 (this “Agreement”), by and among ATLAS ENERGY GROUP, LLC, a Delaware limited liability company (“Atlas”), and the purchasers signatory hereto (each a “Purchaser” and collectively, the “Purchasers”).

Execution Version SERIES A PREFERRED UNIT PURCHASE AGREEMENT among CSI COMPRESSCO LP and THE PURCHASERS PARTY HERETO Page EXHIBIT A — Form of Opinion of Vinson & Elkins L.L.P. EXHIBIT B — Form of General Partner Waiver EXHIBIT C — Form of Lock-Up...
Series a Preferred Unit Purchase Agreement • May 5th, 2020

This SERIES A PREFERRED UNIT PURCHASE AGREEMENT, dated as of August 8, 2016 (this “Agreement”), is entered into by and among CSI COMPRESSCO LP, a Delaware limited partnership (the “Partnership”), and the purchasers set forth in Schedule A hereto (the “Purchasers”).

SERIES A PREFERRED UNIT PURCHASE AGREEMENT among STONEMOR PARTNERS L.P. and THE PURCHASERS PARTY HERETO
Series a Preferred Unit Purchase Agreement • June 28th, 2019 • Stonemor Partners Lp • Services-personal services • New York

This SERIES A PREFERRED UNIT PURCHASE AGREEMENT, dated as of June 27, 2019 (this “Agreement”), is entered into by and among STONEMOR PARTNERS L.P., a Delaware limited partnership (the “Partnership”), and the purchasers set forth in Schedule A hereto (the “Purchasers”).

SERIES A PREFERRED UNIT PURCHASE AGREEMENT
Series a Preferred Unit Purchase Agreement • March 12th, 2021 • New York

This SERIES A PREFERRED UNIT PURCHASE AGREEMENT, dated as of September 20, 2016 (this “Agreement”), is entered into by and among CSI COMPRESSCO LP, a Delaware limited partnership (the “Partnership”), and each of the purchasers set forth in Schedule A hereto (the “Purchasers”).

THIRD WAIVER AND AMENDMENT TO SERIES A PREFERRED UNIT PURCHASE AGREEMENT
Series a Preferred Unit Purchase Agreement • July 5th, 2023 • Aemetis, Inc • Industrial organic chemicals

This Third Waiver and Amendment to Series A Preferred Unit Purchase Agreement (this “Amendment”), is dated effective as of May 31, 2023, is made by and among (i) AEMETIS BIOGAS LLC, a Delaware limited liability company (“ABGL”), PROTAIR-X AMERICAS, INC., a Delaware corporation (the “Purchaser”), and (ii) THIRD EYE CAPITAL CORPORATION, an Ontario corporation, as agent for the Purchaser (“Agent”).

TING FIBER, LLC SERIES A PREFERRED UNIT PURCHASE AGREEMENT August 8, 2022
Series a Preferred Unit Purchase Agreement • November 3rd, 2022 • Tucows Inc /Pa/ • Services-computer processing & data preparation • Delaware

THIS SERIES A PREFERRED UNIT PURCHASE AGREEMENT (this “Agreement”), is made as of August 8, 2022, by and among Ting Fiber, LLC, a Delaware limited liability company (the “Company”) and the investors listed on Exhibit A attached to this Agreement (each, a “Purchaser” and together, the “Purchasers”).

AEMETIS BIOGAS LLC SERIES A PREFERRED UNIT PURCHASE AGREEMENT
Series a Preferred Unit Purchase Agreement • December 27th, 2018 • Aemetis, Inc • Industrial organic chemicals • Delaware

THIS SERIES A PREFERRED UNIT PURCHASE AGREEMENT (this “Agreement”), is made as of the 20th day of December, 2018 (the “Signing Date”), by and among AEMETIS BIOGAS LLC, a Delaware limited liability company (the “Company”), PROTAIR-X AMERICAS, INC., a Delaware corporation (the “Purchaser”), and THIRD EYE CAPITAL CORPORATION, as agent for the Purchaser (in such capacity, the “Agent”).

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SERIES A PREFERRED UNIT PURCHASE AGREEMENT by and among Maxygen, Inc., a Delaware Corporation And Perseid Therapeutics LLC, a Delaware Limited Liability Company And Astellas Bio Inc., a Delaware Corporation Dated as of May 16, 2011
Series a Preferred Unit Purchase Agreement • May 20th, 2011 • Maxygen Inc • Services-commercial physical & biological research • Delaware

THIS SERIES A PREFERRED UNIT PURCHASE AGREEMENT (the “Agreement”) is made as of the 16th day of May, 2011 by and among Maxygen, Inc., a Delaware corporation (“Maxygen”), Perseid Therapeutics LLC, a Delaware limited liability company (“Perseid”) and Astellas Bio Inc., a Delaware corporation (“Bio”). Maxygen and Bio are collectively referred to herein as the “Parties.”

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