Common use of Authority and Authorization Clause in Contracts

Authority and Authorization. Each of the Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver the Units, in accordance with and upon the terms and conditions set forth in this Agreement, the Partnership Agreement, the Registration Statement and the Pricing Disclosure Package. All partnership and limited liability company action, as the case may be, required to be taken by the Covered Partnership Entities or any of their members or partners for the authorization, issuance, sale and delivery of the Units and the consummation of the transactions provided for in this Agreement has been validly taken.

Authority and Authorization. Each of the Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver the Units, in accordance with and upon the terms and conditions set forth in this Agreement, the Partnership Agreement, the Registration Statement Statement, and the Pricing Disclosure Package. All partnership and limited liability company action, as the case may be, required to be taken by the Covered Partnership Entities or any of their members or partners for the authorization, issuance, sale and delivery of the Units and the consummation of the transactions provided for in contemplated by this Agreement has Agreement, shall have been validly taken.

Authority and Authorization. Each of the Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver the Units, in accordance with and upon the terms and conditions set forth in this Agreement, the Partnership Agreement, the Registration Statement Disclosure Package and the Pricing Disclosure PackageFinal Prospectus. All partnership and limited liability company action, as the case may be, required to be taken by the Covered Partnership Entities Parties or any of their members or partners partners, as the case may be, for the authorization, issuance, sale and delivery of the Units Units, and the consummation of the transactions provided for in contemplated by this Agreement has shall have been validly taken.

Authority and Authorization. Each of the Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver the Units, Units to the Underwriters in accordance with and upon the terms and conditions set forth in this Agreement, the Partnership Agreement, the Registration Statement Disclosure Package and the Pricing Disclosure PackageProspectus. All On each Closing Date, all corporate, partnership and limited liability company action, as the case may be, required to be taken by the Covered Partnership Entities or any of their securityholders, members or partners partners, as the case may be, for the authorization, issuance, sale and delivery of the Units Units, the execution and delivery by the Partnership Entities of this Agreement and the consummation of the transactions provided for in contemplated by this Agreement has to take place as of or prior to the Closing Date, shall have been validly taken.

Authority and Authorization. Each of the Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver the Units, in accordance with and upon the terms and conditions set forth in this Agreement, the Partnership Agreement, the Registration Statement and the Pricing Disclosure PackageProspectus. All partnership and limited liability company action, as the case may be, required to be taken by the Covered Partnership Entities or any of their members or partners for the authorization, issuance, sale and delivery of the Units and the consummation of the transactions provided for in contemplated by this Agreement has shall have been validly taken.

Authority and Authorization. Each of the Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver the Units, in accordance with and upon the terms and conditions set forth in this Agreement, Agreement and the Partnership Agreement. Each of the Partnership Entities has all requisite right, power and authority to execute and deliver the Registration Statement Underwriting Agreement and the Pricing Disclosure Packageto perform its respective obligations thereunder. All At each time of purchase, all partnership and limited liability company action, as the case may be, required to be taken by any of the Covered Partnership Entities or any of their respective unitholders, members or partners for the authorization, issuance, sale and delivery of the Units Units, the execution and delivery of this Agreement and the consummation of the transactions provided for in contemplated by this Agreement has shall have been validly taken.

Authority and Authorization. Each of the Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver the Units, in accordance with and upon the terms and conditions set forth in this Agreement, the Partnership Agreement, the Registration Statement Statement, the Disclosure Package and the Pricing Disclosure PackageProspectus. All On each Settlement Date, all corporate, partnership and limited liability company action, as the case may be, required to be taken by the Covered Partnership Entities Parties or any of their members or partners for the authorization, issuance, sale and delivery of the Units Units, the execution and delivery by the Partnership Parties of this Agreement and the consummation of the transactions provided for in contemplated by this Agreement has Agreement, shall have been validly taken.

Authority and Authorization. Each of the Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver the Units, Notes in accordance with and upon the terms and conditions set forth in this Agreement, the Partnership Agreement, the Registration Statement and the Pricing Disclosure Package. All partnership and limited liability company action, as the case may be, required to be taken by the Covered Partnership Entities or any of their members or partners for the authorization, issuance, sale and delivery of the Units Notes and the consummation of the transactions provided for in this Agreement and the Indenture has been validly taken.

Authority and Authorization. Each of the Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver the Units, in accordance with and upon the terms and conditions set forth in this Agreement, the Partnership Agreement, the Registration Statement and the Pricing Disclosure PackageProspectus. All partnership and limited liability company action, as the case may be, required to be taken by the Covered Partnership Entities or any of their members or partners for the authorization, issuance, sale and delivery of the Units and the consummation of the transactions provided for in this Agreement has been validly taken.

Authority and Authorization. Each of the Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver the Units, in accordance with and upon the terms and conditions set forth in this Agreement, the Partnership Agreement, the Registration Statement Statement, and the Pricing Disclosure PackageProspectus. All partnership and limited liability company action, as the case may be, required to be taken by the Covered Partnership Entities or any of their members or partners for the authorization, issuance, sale and delivery of the Units and the consummation of the transactions provided for in contemplated by this Agreement has shall have been validly taken.

Authority and Authorization. Each of the Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver the Units, in accordance with and upon the terms and conditions set forth in this Agreement, the Partnership Agreement, the Registration Statement and the Pricing Disclosure PackageProspectus. All partnership and or limited liability company action, as the case may be, required to be taken by the Covered Partnership Entities or any of their members or partners for the authorization, issuance, sale and delivery of the Units and the consummation of the transactions provided for in this Agreement has been validly taken.

Authority and Authorization. Each of the Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunder. The Partnership has all requisite limited partnership power and authority to issue, sell and deliver the Units, Units in accordance with and upon the terms and conditions set forth in this Agreement, Agreement and the Partnership Agreement. Each of the Partnership Parties has all requisite limited partnership or limited liability company power and authority to execute and deliver this Agreement and to perform its respective obligations hereunder. At each Delivery Date, the Registration Statement and the Pricing Disclosure Package. All all limited partnership and limited liability company action, as the case may be, required to be taken by any of the Covered Partnership Entities Parties or any of their respective unitholders, partners or members or partners for the authorization, issuance, sale and delivery of the Units and the consummation of the transactions provided for in (including the Transactions) contemplated by this Agreement has Agreement, shall have been validly taken.

Authority and Authorization. Each of the Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver the UnitsNotes, in accordance with and upon the terms and conditions set forth in this Agreement, the Partnership Agreement, the Registration Statement Statement, and the Pricing Disclosure Package. All partnership and limited liability company action, as the case may be, required to be taken by the Covered Partnership Entities or any of their members or partners for the authorization, issuance, sale and delivery of the Units Notes and the consummation of the transactions provided for in contemplated by this Agreement has and the Indenture shall have been validly taken.

Authority and Authorization. Each of the Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver the UnitsNotes, in accordance with and upon the terms and conditions set forth in this Agreement, the partnership agreement of the Partnership (the “Partnership Agreement”), the Registration Statement and the Pricing Disclosure Package. All partnership and limited liability company action, as the case may be, required to be taken by the Covered Partnership Entities or any of their members or partners for the authorization, issuance, sale and delivery of the Units Notes and the consummation of the transactions provided for in contemplated by this Agreement has and the Indenture shall have been validly taken.

Authority and Authorization. Each of the Partnership Parties has all requisite partnership power and authority (i) to execute and deliver this Agreement and (ii) to perform its respective obligations hereunder. The Partnership has all requisite partnership power and authority thereunder, including to issue, sell and deliver the Firm Units, in accordance with and upon the terms and conditions set forth in this Agreement, the Partnership Agreement, the Registration Statement Time of Sale Prospectus and the Pricing Disclosure PackageProspectus. All corporate, partnership and limited liability company action, as the case may be, required to be taken by the Covered Partnership Entities or any of their stockholders, members or partners for the authorization, issuance, sale and delivery of the Units and the consummation of the transactions provided for in transaction contemplated by this Agreement to be completed on or prior to the Closing Date has been validly taken.;

Authority and Authorization. Each of the Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver those Placement Units to be issued, sold and delivered by the UnitsPartnership, in accordance with and upon the terms and conditions set forth in this Agreement, Agreement in accordance with and upon the terms and conditions set forth in the Partnership Agreement. At the each Applicable Time, the Registration Statement and the Pricing Disclosure Package. All all corporate, partnership and limited liability company actionactions, as the case may be, required to be taken by the Covered Partnership Entities or any of their securityholders, members or partners for the authorization, issuance, sale and delivery of the Placement Units and the consummation of the transactions provided for in contemplated by this Agreement has have been validly taken.

Authority and Authorization. Each of the Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver the Units, Units in accordance with and upon the terms and conditions set forth in this Agreement, the Partnership Agreement, the Registration Statement and the Pricing Disclosure PackageProspectus. All partnership and limited liability company action, as the case may be, required to be taken by any of the Covered Partnership Entities or any of their respective members or partners for the authorization, issuance, sale and delivery of the Units and the consummation of the transactions provided for in contemplated by this Agreement has have been validly taken or, at each Settlement Date, shall have been validly taken, to the extent required to be taken at such times.

Authority and Authorization. Each of the The Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver the Units, in accordance with and upon the terms and conditions set forth in this Agreement, the Partnership Agreement, the Registration Statement Disclosure Package and the Pricing Disclosure PackageFinal Prospectus. All partnership and limited liability company action, as the case may be, required to be taken by the Covered Partnership Entities or any of their members or partners its partners, as the case may be, for approving the authorization, issuance, sale and delivery of the Units Units, and the consummation of the transactions provided for in contemplated by this Agreement has Agreement, have been validly taken.

Authority and Authorization. Each of the Partnership Parties has all requisite power and authority to execute and deliver this Agreement and perform its respective obligations hereunderunder this Agreement. The Partnership has all requisite partnership power and authority to issue, sell and deliver the Units, Units in accordance with and upon the terms and conditions set forth in this Agreement, the Partnership Agreement, the Registration Statement and the Pricing Disclosure PackageProspectus. All At each Settlement Date, all limited partnership and or limited liability company action, as the case may be, required to be taken by each of the Covered Partnership Entities Parties or any of their respective members or partners partners, as the case may be, for the authorization, issuance, sale and delivery of the Units and the consummation of the any transactions provided for in contemplated by this Agreement has shall have been validly taken.