Examples of MLP Conflicts Committee in a sentence
Only actions, waivers or consents by CMLP with the prior written consent of the MLP Conflicts Committee shall constitute an action, waiver or consent by CMLP as a party hereto.
The MLP Conflicts Committee has received the opinion of X.X. Xxxxxx Securities LLC (the “MLP Financial Advisor”), dated the date of this Agreement, to the effect that, as of such date, and subject to the assumptions and qualifications set forth therein, from a financial point of view, the Merger Consideration is fair to the MLP Unaffiliated Unitholders (the “MLP Fairness Opinion”).
Notwithstanding the foregoing, the right of CMLP to enforce Article II of this Agreement shall also terminate at such time as the MLP Conflicts Committee effects an MLP Recommendation Change.
The MLP Conflicts Committee has received the opinion of the MLP Conflicts Committee Financial Advisor, dated the Execution Date, to the effect that, as of such date, and based upon and subject to the assumptions, qualifications and limitations and other matters set forth therein, the Merger Consideration is fair, from a financial point of view, to the Holders of MLP Units (other than MLP General Partner, CW Gas Holdings and their respective Affiliates) (the “MLP Fairness Opinion”).
In addition to any other approvals required by the parties under this Agreement, any waiver, amendment, termination or assignment of rights permitted by this Agreement to be made by MLP may be made by the MLP Conflicts Committee and must be approved by the MLP Conflicts Committee.
Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person other than the parties and their respective successors and permitted assigns any legal or equitable right, benefit or remedy of any nature under or by reason of this Agreement, with the exception of those rights conferred to the MLP Conflicts Committee in Section 24.
The fees and expenses of Lxxxxx Brothers Inc., financial advisor to the MLP Parties, and Pxxxxx Pxxxxxx & Co., financial advisor to the MLP Conflicts Committee, shall be borne by MLP and LBPLP in the manner described in Section 5.9 of the MLP Disclosure Schedule.
The MLP Conflicts Committee (without the need to obtain any further approval of the MLP Board) may enforce the terms of this Agreement against Unitholder or any Person to which Covered Units are transferred in accordance with the terms hereof.
Complete copies of all such minute books for 2005 and 2006 and other records have been made available to the MLP Conflicts Committee and its advisors and to outside counsel to the MLP.
The MLP Parties shall be required to cause the MLP Unitholders’ Meeting be called and held even if the MLP Board (or the MLP Conflicts Committee) effected an MLP Recommendation Change.