Examples of EQM Partnership Agreement in a sentence
Except (x) as disclosed in the EQGP SEC Documents and (y) for the limited call right provided for in Section 15.1(a) of the EQM Partnership Agreement held by the EQM General Partner and its Affiliates (including the EQGP Parties), none of the EQGP Parties has any written or oral agreement, subscription, option, call, preemptive right, warrant or sale or similar right for the purchase, acquisition, disposition or delivery of EQM Partnership Interests.
Each of EQGP and the EQM General Partner hereby irrevocably transfers to Parent their right to receive any distributions on the Incentive Distribution Rights, General Partner Units (as defined in the EQM Partnership Agreement) or EQM Common Units declared by EQM prior to Closing but not paid prior to Closing (the “Pre-Closing Distributions”).
By its acceptance of EQM Units, an RMP Unitholder confirms its agreement to be bound by all of the terms and conditions of the EQM Partnership Agreement.
The EQGP General Partner shall execute and deliver at the Closing the Third Amended and Restated Agreement of Limited Partnership of EQM, in substantially the form attached hereto as Exhibit K (the “Third Amended and Restated EQM Partnership Agreement”), such Third Amended and Restated EQM Partnership Agreement to be effective as of the Merger Effective Time.
At such time, pursuant to the EQM Partnership Agreement Amendment, the non-economic general partner interest in EQM (the “EQM Non-Economic General Partner Interest”) shall cease to be represented by General Partner Units (as defined in the EQM Partnership Agreement).
Except as set forth above in this Section 4.4 or in the EQM Partnership Agreement, there are not any partnership interests, voting securities or other equity interests of EQM issued and outstanding or any subscriptions, options, warrants, calls, convertible or exchangeable securities, rights, commitments or agreements of any character providing for the issuance of any partnership interests in EQM, including any representing the right to purchase or otherwise receive any of the foregoing.
All outstanding EQM Partnership Interests (other than the EQM General Partner Interest) have been duly authorized and validly issued and are fully paid (to the extent required under the EQM Partnership Agreement), nonassessable (except as set forth in the EQM Partnership Agreement or as such nonassessability may be affected by matters described in Sections 17-303, 17-607 and 17-804 of the DRULPA) and, except as set forth in the EQM Partnership Agreement, free of preemptive rights.
All outstanding EQM Partnership Interests have been duly authorized and validly issued and are fully paid (to the extent required under the EQM Partnership Agreement), nonassessable (except as set forth in the EQM Partnership Agreement or as such nonassessability may be affected by matters described in Sections 17-303, 17-607 and 17-804 of the DRULPA) and, except as set forth in the EQM Partnership Agreement, free of preemptive rights.
Consistent with the Joint Stipulation and Recommendation (PPA Rider Stipulation) modified and adopted in Case Nos.
The EQM General Partner shall have delivered to the EQGP Parties counterparts to each of (i) the Third Amended EQGP Certificate of Limited Partnership and the Third Amended and Restated EQGP Partnership Agreement duly executed by Transaction Sub GP, and (ii) the EQM Partnership Agreement Amendment, the Second Amended EQGP Certificate of Limited Partnership and the Certificate of Merger duly executed by the EQM General Partner.