Common use of Authority and Authorization Clause in Contracts

Authority and Authorization. The Partnership has all requisite partnership power and authority to issue, sell and deliver those Units to be issued, sold and delivered by the Partnership, in accordance with and upon the terms and conditions set forth in this Agreement in accordance with and upon the terms and conditions set forth in the Partnership Agreement. At the Closing Time and at each Date of Delivery, all corporate, partnership and limited liability company actions, as the case may be, required to be taken by the Partnership Entities or any of their securityholders, members or partners for the authorization, issuance, sale and delivery of the Units and the consummation of the transactions contemplated by this 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 hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver those Units to be issued, sold and delivered by the PartnershipUnits, in accordance with and upon the terms and conditions set forth in this Agreement in accordance with and upon the terms and conditions set forth in Agreement, the Partnership Agreement, the Registration Statement and the Pricing Disclosure Package. At the Closing Time and at each Date of Delivery, all corporate, All partnership and limited liability company actionsaction, 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 Units and the consummation of the transactions contemplated by provided for in this Agreement have 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 Units to be issued, sold and delivered by the PartnershipUnits, in accordance with and upon the terms and conditions set forth in this Agreement in accordance with and upon the terms and conditions set forth in Agreement, the Partnership Agreement, the Registration Statement, and the Pricing Disclosure Package. At the Closing Time and at each Date of Delivery, all corporate, All partnership and limited liability company actionsaction, as the case may be, required to be taken by the Partnership Entities or any of their securityholders, members or partners for the authorization, issuance, sale and delivery of the Units and the consummation of the transactions contemplated by this Agreement 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 obligations hereunder. The Partnership has all requisite partnership power and authority to issue, sell and deliver those Units to be issued, sold and delivered by the PartnershipUnits, in accordance with and upon the terms and conditions set forth in this Agreement in accordance with and upon the terms and conditions set forth in Agreement, the Partnership Agreement, the Disclosure Package and the Final Prospectus. At the Closing Time and at each Date of Delivery, all corporate, All partnership and limited liability company actionsaction, as the case may be, required to be taken by the Partnership Entities Parties 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, and the consummation of the transactions contemplated by this 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 those Units to be issued, sold and delivered by the PartnershipUnits, in accordance with and upon the terms and conditions set forth in this Agreement in accordance with and upon the terms and conditions set forth in Agreement, the Partnership Agreement, the Registration Statement and the Prospectus. At the Closing Time and at each Date of Delivery, all corporate, All partnership and limited liability company actionsaction, as the case may be, required to be taken by the Partnership Entities or any of their securityholders, members or partners for the authorization, issuance, sale and delivery of the Units and the consummation of the transactions contemplated by this 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 those the Units to be issued, sold and delivered by the Partnership, in accordance with and upon the terms and conditions set forth in this Agreement in accordance with and upon the terms and conditions set forth in Agreement, the Partnership Agreement, the Registration Statement and the Prospectus. At the Closing Time and at each Date of Delivery, all corporate, All partnership and limited liability company actionsaction, as the case may be, required to be taken by any of the Partnership Entities or any of their securityholders, respective members or partners for the authorization, issuance, sale and delivery of the Units and the consummation of the transactions contemplated by this Agreement 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 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 Units to be issued, sold and delivered by the PartnershipUnits, in accordance with and upon the terms and conditions set forth in this Agreement in accordance with and upon the terms and conditions set forth in Agreement, the Partnership Agreement, the Registration Statement and the Prospectus. At the Closing Time and at each Date of Delivery, all corporate, All partnership and or limited liability company actionsaction, 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 Units and the consummation of the transactions contemplated by provided for in this Agreement have 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 Units to be issued, sold and delivered by the Partnership, Notes in accordance with and upon the terms and conditions set forth in this Agreement in accordance with and upon the terms and conditions set forth in Agreement, the Partnership Agreement, the Registration Statement and the Pricing Disclosure Package. At the Closing Time and at each Date of Delivery, all corporate, All partnership and limited liability company actionsaction, 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 Units Notes and the consummation of the transactions contemplated by provided for in this Agreement have 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 those Units to be issued, sold and delivered by the PartnershipUnits, in accordance with and upon the terms and conditions set forth in this Agreement in accordance with and upon the terms and conditions set forth in Agreement, the Partnership Agreement, the Registration Statement, and the Prospectus. At the Closing Time and at each Date of Delivery, all corporate, All partnership and limited liability company actionsaction, as the case may be, required to be taken by the Partnership Entities or any of their securityholders, members or partners for the authorization, issuance, sale and delivery of the Units and the consummation of the transactions contemplated by this 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 those Units to be issued, sold and delivered by the PartnershipNotes, in accordance with and upon the terms and conditions set forth in this Agreement in accordance with and upon the terms and conditions set forth in Agreement, the Partnership Agreement, the Registration Statement, and the Pricing Disclosure Package. At the Closing Time and at each Date of Delivery, all corporate, All partnership and limited liability company actionsaction, as the case may be, required to be taken by the Partnership Entities or any of their securityholders, members or partners for the authorization, issuance, sale and delivery of the Units Notes and the consummation of the transactions contemplated by this Agreement 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 those Units to be issued, sold and delivered by the PartnershipUnits, in accordance with and upon the terms and conditions set forth in this Agreement in accordance with and upon the terms and conditions set forth in Agreement, the Partnership Agreement, the Registration Statement and the Prospectus. At the Closing Time and at each Date of Delivery, all corporate, All partnership and limited liability company actionsaction, 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 Units and the consummation of the transactions contemplated by provided for in this Agreement have has been validly taken.

Authority and Authorization. The Partnership has all requisite partnership power and authority to issue, sell and deliver those Units to be issued, sold and delivered by the PartnershipUnits, in accordance with and upon the terms and conditions set forth in this Agreement in accordance with and upon the terms and conditions set forth in the Partnership Agreement. At the Closing Time and at each Date of DeliveryDelivery Date, all corporate, partnership and limited liability company actionsaction, as the case may be, required to be taken by any of the Partnership Entities BreitBurn Parties or any of their securityholdersrespective unitholders, stockholders, members or partners for the authorization, issuance, sale and delivery of the Units Units, the execution and delivery of this Agreement, the consummation of the transactions contemplated by this Agreement shall have been validly taken.