Examples of WPX Assets in a sentence
Each of WMB (on behalf of itself and each other WMB Entity) and WPX (on behalf of itself and each other WPX Entity) understands and agrees that, except as expressly set forth herein or in any Ancillary Agreement, no party (including its Affiliates) to this Agreement, any Ancillary Agreement or any other agreement or document contemplated by this Agreement, any Ancillary Agreement or otherwise, is making any representations or warranties relating in any way to the Contribution, Distribution or WPX Assets.
Unless otherwise provided in this Agreement or in any Ancillary Agreement, on or before the Effective Time, WMB will (and WMB will cause its applicable Subsidiaries to) assign, transfer and convey to WPX and its applicable Subsidiaries, and WPX will receive and accept from WMB and its applicable Subsidiaries, all of WMB’s and its applicable Subsidiaries’ right, title and interest in and to the WPX Assets.
Unless otherwise provided in this Agreement or in any Ancillary Agreement, on or before the Effective Date, WMB will (and WMB will cause its applicable Subsidiaries to) assign, transfer and convey to WPX and its applicable Subsidiaries, and WPX will receive and accept from WMB and its applicable Subsidiaries, all of WMB’s and its applicable Subsidiaries’ right, title and interest in and to the WPX Assets.
The contribution or other transfer of WPX Assets by WMB to WPX in connection with the Contribution will be in exchange for (a) the conversion of the WPX Common Stock held by WMB into shares of WPX Class B Common Stock such that WMB will own all of the outstanding WPX Class B Common Stock immediately following the consummation of the IPO, (b) the distribution to WMB of a portion of the IPO and WPX Borrowing net proceeds (as described in the IPO Prospectus), and (c) the assumption by WPX of WPX Liabilities.