HESM OpCo definition
Examples of HESM OpCo in a sentence
Each of Assignor and HESM OpCo agrees to take such further action as may be necessary or appropriate to effect the purposes of this Agreement.
Effective as of the Effective Time, HESM OpCo hereby accepts Assignor’s assignment of the Subject Units pursuant to Section 1.
At the Closing, such Sponsor shall deliver the Repurchased Units to be delivered by such Sponsor to HESM OpCo, free and clear of all Liens.
There is no Proceeding pending or, to the knowledge of such Sponsor, threatened against such Sponsor, or against any officer, manager or director of such Sponsor, in each case related to the Repurchased Units to be delivered by such Sponsor to HESM OpCo or the transactions contemplated hereby.
Such Sponsor is not a party or subject to any order, writ, injunction, judgment or decree of any court or Governmental Authority relating to the Repurchased Units to be delivered by such Sponsor to HESM OpCo or the transactions contemplated hereby.
At the Closing, HESM OpCo will have, through a combination of cash on hand and funds available under existing credit facilities, funds sufficient to satisfy its obligations under this Agreement and to consummate the transactions contemplated hereby.
The Conflicts Committee has received the opinion of Intrepid Partners, LLC to the effect that, as of the date of such opinion, and based upon and subject to the assumptions, qualifications, limitations and other matters set forth therein, the total Cash Consideration to be paid by HESM OpCo to the Sponsors at the Closing is fair, from a financial point of view, to ▇▇▇▇ Midstream.
The Parties acknowledge and agree that, following the purchase of the Repurchased Units by HESM OpCo, at the Closing, ▇▇▇▇ Midstream shall cancel, for no consideration, an aggregate number of Class B Shares held by the General Partner, HINDL and/or GIP equal to the aggregate number of Repurchased Units repurchased by HESM OpCo hereunder in accordance with Section 5.5(e) of the HESM Company Agreement.
The Parties acknowledge and agree that, following the purchase of the Repurchased Units by HESM OpCo, at the Closing, ▇▇▇▇ Midstream shall cancel, for no consideration, a number of Class B Shares held by the General Partner equal to the aggregate number of Repurchased Units repurchased by HESM OpCo hereunder in accordance with Section 5.5(e) of the HESM Company Agreement.
The Conflicts Committee shall have received a reasonably satisfactory oral opinion from Intrepid Partners, LLC, subsequently to be confirmed in writing, that, as of the date of the pricing of the Secondary Offering, and based upon and subject to the assumptions, qualifications, limitations and other matters set forth therein, the total Cash Consideration to be paid by HESM OpCo to the Sponsors in the Unit Repurchase is fair, from a financial point of view, to ▇▇▇▇ Midstream.