Vantage Midstream Entities definition

Vantage Midstream Entities has the meaning set forth in the recitals to this Agreement.
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Vantage Midstream Entities has the meaning set forth in the recitals hereto.
Sample 1Sample 2

Examples of Vantage Midstream Entities in a sentence

  • The Partnership expects that more than 90% of the combined gross income of the Partnership and the Vantage Midstream Entities in 2016 after the closing of the transaction contemplated by the PSA and in 2017 will be “qualifying income” under Section 7704(d) of the Internal Revenue Code of 1986, as amended.

  • None of the Vantage Midstream Entities has utilized its facilities to provide service as a common carrier subject to the jurisdiction of FERC under the Interstate Commerce Act as such statute is implemented by FERC pursuant to the Department of Energy Organization Act of 1977.

  • There are no bankruptcy, reorganization or arrangement proceedings pending against, being contemplated by, or to the knowledge of Rice or the Vantage Midstream Entities, threatened against Rice, Vantage I, Vantage II or any of their respective Subsidiaries.

  • On the Closing Date, the General Partner will not own, directly or indirectly, any equity or long-term debt securities of any corporation, partnership, limited liability company, joint venture, association or other entity, other than the Partnership, the Partnership Subsidiaries and the Vantage Midstream Entities.

  • The Partnership does not own or control, directly or indirectly, any corporation, association or other entity other than the Partnership Subsidiaries, and after giving effect to the Conveyance, the Vantage Midstream Entities.

  • Rice will not acquire (i) any Oil and Gas Properties other than the Vantage Oil and Gas Properties or (ii) any entity holding any Oil and Gas Properties, directly or indirectly, other than Vantage I and Vantage II, the Vantage Midstream Entities and their respective Subsidiaries.

  • Prior to Closing, Rice will cause each of the Vantage Midstream Entities to take all actions necessary to distribute, assign and convey the assets, liabilities, rights and obligations described on Exhibit C (the “Excluded Assets”) to an Affiliate of Rice (other than the Partnership or any of its Subsidiaries) (the “Pre-Closing Distribution”).

  • Each of the Vantage Midstream Entities holds or has a valid right to use, all Permits (other than environmental Permits, which are the subject of Section 3.6) that are necessary for the conduct of the Business and the ownership and operation of the Midstream Assets, each in compliance with applicable Laws, except for those Permits the failure of which to have would not have a Rice Material Adverse Effect.

  • At the Closing, on the terms and subject to the conditions of this Agreement, Rice shall sell, assign, transfer and convey to the Partnership the Conveyed Interests free and clear of all Liens other than Liens under the Organizational Documents of the Vantage Midstream Entities and restrictions on transfer under applicable securities Laws, in exchange for the Consideration, and the Partnership shall accept the sale, assignment, transfer and conveyance of the Conveyed Interests.

  • The Parties further agree that the Partnership and its partners shall bear the liability for any Taxes imposed on or incurred by or with respect to the Vantage Midstream Entities, the Business or the Midstream Assets for any taxable period beginning after the Closing Date and the portion of any Straddle Period beginning after the Closing Date.

Related to Vantage Midstream Entities

  • MLP has the meaning given such term in the introduction to this Agreement.

  • Operating Company has the meaning set forth in the preamble.

  • PJM Entities means PJM, including the Market Monitoring Unit, the PJM Board, and PJM’s officers, employees, representatives, advisors, contractors, and consultants. PJM Interchange:

  • Midstream Assets means (i) assets used primarily for gathering, transmission, storage, processing or treatment of natural gas, natural gas liquids or other hydrocarbons or carbon dioxide and (ii) equity interests of any Person that has no substantial assets other than assets referred to in clause (i).

  • Atlas means Automated Transportation Logistics Activity System. ATLAS is a computerized information system to which all Shippers have access upon request. ATLAS enables Shippers to nominate and release product and to monitor and coordinate the movement of Petroleum Products while on Carrier's system.

  • EXCO means EXCO Resources, Inc., a Texas corporation.

  • Operating Partnership has the meaning set forth in the preamble.

  • Operating Companies means, collectively, the Creekside Operating Company, the Mentone Operating Company and the Yucaipa Operating Company. “Operating Company” means any of the Operating Companies.

  • Partnership Subsidiary means Host LP and any partnership, limited liability company, or other entity treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes in which either Host REIT or Host LP owns (or owned on or after January 1, 1999) an interest, either directly or through one or more other partnerships, limited liability companies or other entities treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes (whether or not Host REIT or Host LP has a controlling interest in, or otherwise has the ability to control or direct the operation of, such entity). Notwithstanding the foregoing, the term “Partnership Subsidiary” shall not in any way be deemed to include the Non-Controlled Subsidiaries or subsidiaries thereof, the Taxable REIT Subsidiaries or subsidiaries thereof, or the Subsidiary REITs or subsidiaries thereof.

  • Partnership Group Member means any member of the Partnership Group.

  • Holding Entities means the subsidiaries of the Infrastructure Partnership, from time to time, through which it indirectly holds all of the Partnership’s interests in the operating entities.

  • Operating Entities means, from time to time, the Persons in which the Holding Entities, directly or indirectly, hold interests and that (i) directly hold real estate assets, or (ii) indirectly hold real estate assets but all of the interests of which are not held, directly or indirectly, by the Holding Entities, other than, in the case of each of (i) and (ii), any Person in which the Holding Entities, directly or indirectly, hold interests for investment purposes only of less than 5% of the outstanding equity securities of that Person;

  • MLP GP means any general partner of any MLP and any general partner of the general partner of any MLP.

  • Project Companies means all Group Project Companies and Non-Group Project Companies together, each being a “Project Company”.

  • Acquired Entities means the Company and the Acquired Subsidiaries.

  • ETP means Energy Transfer Partners, L.P., a Delaware limited partnership.

  • GP means Gottbetter & Partners, LLP.

  • Partnership Entities means the General Partner and each member of the Partnership Group.

  • General partnership means an organization formed under chapters 45-13 through 45-21.

  • Operating Subsidiaries means, collectively, the Corporation and HST, each a wholly-owned subsidiary of the Trust, and "Operating Subsidiary" means either of the Corporation or HST, as applicable.

  • Partnership Group means the Partnership and its Subsidiaries treated as a single consolidated entity.

  • Contributors has the meaning set forth in the initial paragraph hereof.

  • Acquired Companies means, collectively, the Company and the Company Subsidiaries.

  • Parent Entities means, collectively, Parent and all Parent Subsidiaries.

  • Operating Partnership Agreement means the Fifth Amended and Restated Agreement of Limited Partnership of the Operating Partnership, as it may be amended, supplemented or restated from time to time.

  • Company Entities means the Company and its Subsidiaries.