Contributions Acknowledgments and Distributions. Each of the following transactions set forth in Sections 2.1 through 2.13 shall be completed as of the Effective Time in the order set forth herein:
Contributions Acknowledgments and Distributions. Each of the following transactions set forth in this Article II shall be completed in the order set forth herein, subject to, and in accordance with, the provisions of Article V:
Contributions Acknowledgments and Distributions. The following transactions will be executed in the sequence set forth in this Article II:
Contributions Acknowledgments and Distributions. Section 2.1 Distribution by EP SNG of the SNG Subject Interest to El Paso 4
Contributions Acknowledgments and Distributions. Section 2.1 Contribution by EP SNG of Subject Interest to the Partnership 3
Contributions Acknowledgments and Distributions. Section 2.1 Contribution of the Interest to GP. GP Inc. hereby grants, contributes, bargains, conveys, assigns, transfers, sets over and delivers to GP, its successors and assigns, for its and their own use forever, all right, title and interest in and to the Interest and GP hereby accepts the Interest.
Contributions Acknowledgments and Distributions. Section 2.1 Contribution by EP Noric of Subject Interest to the Partnership 3 Section 2.2 Payment of the Consideration 3
Contributions Acknowledgments and Distributions. Section 2.1 Contribution by RRMH of the Subject Interest to the Partnership. RRMH hereby grants, contributes, bargains, conveys, assigns, transfers, sets over and delivers to the Partnership, its successors and assigns, for its and their own use forever, all right, title and interest in and to the Subject Interest (with a portion of the Subject Interest equal to 2/98ths of the aggregate value of the Additional LP Units being conveyed on behalf of the General Partner), and the Partnership hereby accepts the Subject Interest from RRMH as a contribution by the Contributing Parties.
Contributions Acknowledgments and Distributions. Section 2.1 Contribution of Limited Liability Company Interest in Enogex LLC to OGE Enogex Holdings. OGE Energy hereby grants, contributes, bargains, conveys, assigns, transfers, sets over and delivers to OGE Enogex Holdings, its successors and assigns, for its and their own use forever, all right, title and interest in and to its 100% limited liability company interest in Enogex LLC, as a capital contribution, OGE Enogex Holdings hereby accepts such limited liability company interest as a contribution to the capital of OGE Enogex Holdings and simultaneously with such contribution OGE Holdings shall be admitted to Enogex LLC as a member of Enogex LLC. OGE Enogex Holdings hereby agrees to be bound by the terms and conditions of the Enogex LLC Agreement.
Contributions Acknowledgments and Distributions. 5 Section 2.1 Contribution of Interests by BreitBurn Energy to Operating LP and Operating GP. 5 Section 2.2 Distribution and Assignment of Interests in Operating GP and Operating LP by BreitBurn Energy to Pro GP, Pro LP and BEC. 5 Section 2.3 Contribution of Interests by Pro GP, Pro LP and BEC to the General Partner. 5 Section 2.4 Contribution of Interests by the General Partner to the Partnership. 5 Section 2.5 Contribution of Interests in Operating GP and Operating LP by Pro GP, Pro LP and BEC to the Partnership. 5 Section 2.6 Public Cash Contribution. 6 Section 2.7 Payment of Transaction Expenses by the Partnership; Distribution to Pro GP, Pro LP and BEC by the Partnership; Cash Contribution by the Partnership to Operating LP. 6 Section 2.8 Contribution of Interests in the General Partner by Pro GP, Pro LP and BEC to BreitBurn Management. 6 Section 2.9 Contribution of Interests in the General Partner by Pro GP, Pro LP and BEC to BreitBurn Management. 6 Section 2.10 Redemption of the Initial Limited Partner Interest. 6 ARTICLE III ASSUMPTIONS OF CERTAIN LIABILITIES; INDEMNIFICATION 6 Section 3.1 Assumption of Indebtedness. 6 Section 3.2 Environmental Indemnification. 6 Section 3.3 Limitations Regarding Environmental Indemnification. 7 Section 3.4 Additional Indemnification. 7 Section 3.5 Indemnification Procedures. 8 ARTICLE IV ADDITIONAL TRANSACTIONS 9 Section 4.1 Over-Allotment Option. 9 ARTICLE V TITLE MATTERS 9 Section 5.1 Encumbrances. 9 Section 5.2 Disclaimer of Warranties; Subrogation; Waiver of Bulk Sales Laws. 9 ARTICLE VI FURTHER ASSURANCES 11 i ARTICLE VII EFFECTIVE TIME 11 ARTICLE VIII MISCELLANEOUS 11 Section 8.1 Order of Completion of Transactions. 11 Section 8.2 Costs. 11 Section 8.3 Headings; References; Interpretation. 11 Section 8.4 Successors and Assigns. 12 Section 8.5 No Third Party Rights. 12 Section 8.6 Counterparts. 12 Section 8.7 Governing Law. 12 Section 8.8 Severability. 12 Section 8.9 Amendment or Modification. 12 Section 8.10 Integration. 12 Section 8.11 Deed; Xxxx of Sale; Assignment. 12 Schedule A Schedule B Exhibit A Exhibit B ii CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT
