Examples of WPZ Parties in a sentence
The execution and delivery of this Agreement by each of the WPZ Parties, and subject to receipt of the WPZ Vote, the consummation of the transactions contemplated hereby and the performance of all of the terms and conditions hereof to be performed by the WPZ Parties have been duly authorized and approved by all requisite partnership or limited liability company action on the part of each of the WPZ Parties.
Each of the WPZ Parties has all requisite limited liability company or limited partnership power and authority to execute and deliver this Agreement, and subject to receipt of the WPZ Vote, to consummate the transactions contemplated hereby and to perform all of the terms and conditions hereof to be performed by it.
In addition, the WPZ Parties will use commercially reasonable efforts, at the ACMP Parties’ sole cost and expense, to obtain the consents of Ernst & Young LLP (with respect to the consolidated financial statements of WPZ) and Deloitte & Touche LLP (with respect to the financial statements of Gulfstream Natural Gas System, L.L.C.) to the inclusion of the financial statements referenced above in appropriate filings with the SEC.
Prior to the Closing, the WPZ Parties will provide the ACMP Parties such information, and make available such personnel, as the ACMP Parties may reasonably request in order to assist any of the ACMP Group Entities in connection with financing activities, including any public offerings to be registered under the Securities Act or private offerings.
Each of the WPZ Parties agrees to take all actions as may be required, if any, to convert each of the outstanding WPZ Class D Units into one WPZ Common Unit on or prior to the Closing Date (but in all events prior to the Effective Time) in accordance with the terms of the WPZ Partnership Agreement.
To the Knowledge of the WPZ Parties, there are no organizational efforts with respect to the formation of a collective bargaining unit presently being made or threatened.
Xxxxx & Co. Incorporated, the fees and expenses of which will be paid by WPZ, none of the WPZ Parties has entered (directly or indirectly) into any agreement with any Person that would obligate the WPZ Parties to pay any commission, brokerage or “finder’s fee” or other similar fee in connection with this Agreement or the transactions contemplated hereby.
The WPZ Parties hereby consent to the ACMP Group Entities’ use of and reliance on any audited or unaudited financial statements, including the WPZ Financial Statements, relating to the WPZ Group Entities reasonably requested by the ACMP Parties to be used in any financing or other activities of the ACMP Parties, including any filings that the ACMP Parties desire to make with the SEC.
In rendering such opinion, such counsel shall be entitled to receive and rely upon representations, warranties and covenants of officers of the ACMP Parties and the WPZ Parties and any of their respective Affiliates as to such matters as such counsel may reasonably request.
In rendering such opinion, such counsel shall be entitled to receive and rely upon representations of officers of the WPZ Parties and the ACMP Parties and any of their respective Affiliates as to such matters as such counsel may reasonably request.