Common use of Duly Authorized and Validly Issued Units Clause in Contracts

Duly Authorized and Validly Issued Units. At the applicable Delivery Date, the Units and the limited partner interests represented thereby will have been duly authorized in accordance with the Partnership Agreement and, when issued and delivered to the Underwriters against payment therefor in accordance with the terms hereof, will be validly issued, fully paid (to the extent required under the Partnership Agreement) and nonassessable (except as such nonassessability may be affected by Sections 17-303, 17-607 and 17-804 of the Delaware LP Act). Other than the Sponsor Units, the Incentive Distribution Rights and any limited partner interests issued pursuant to the Partnership’s 2010 Long Term Incentive Plan, the Units will be the only limited partner interests of the Partnership issued or outstanding at the Initial Delivery Date and at each Option Unit Delivery Date, as applicable.

Appears in 2 contracts

Samples: Underwriting Agreement (Paa Natural Gas Storage Lp), Underwriting Agreement (Paa Natural Gas Storage Lp)

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Duly Authorized and Validly Issued Units. At the applicable Delivery Date, the Units and the limited partner interests represented thereby will have been duly authorized in accordance with the Partnership Agreement and, when issued and delivered to the Underwriters against payment therefor in accordance with the terms hereof, will be validly issued, fully paid (to the extent required under the Partnership Agreement) and nonassessable (except as such nonassessability may be affected by Sections 17-303, 17-607 and 17-804 of the Delaware LP Act). Other than Except for 5,882 restricted units issued pursuant to the Partnership’s long-term incentive plan, the Sponsor Units, the Incentive Distribution Rights and any limited partner interests issued pursuant to the Partnership’s 2010 Long Term Incentive Plan, the Units will be the only limited partner interests of the Partnership issued or outstanding at the Initial Delivery Closing Date and at each Option Unit Delivery Closing Date, as applicable.

Appears in 2 contracts

Samples: Underwriting Agreement (Inergy Midstream, L.P.), Letter Agreement (Inergy L P)

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Duly Authorized and Validly Issued Units. At The Units to be issued and sold by the applicable Delivery Date, Partnership to the Units and the limited partner interests represented thereby will Underwriters hereunder have been duly authorized in accordance with the Partnership Agreement and, and when issued and delivered to the Underwriters against payment therefor in accordance with the terms hereofthis Agreement, will be validly issued, fully paid (to the extent required under the Partnership Agreement) and nonassessable (except as such nonassessability may be affected by Sections 17-303, 17-607 and 17-804 of the Delaware LP Act). Other than the Sponsor Units, the Incentive Distribution Rights and any limited partner interests issued pursuant to the Partnership’s 2010 Long Term Incentive Planlong-term incentive plan of the Partnership (the “LTIP”) as described in the Registration Statement and the most recent Preliminary Prospectus, the Units will be the only limited partner interests of the Partnership issued or outstanding at the Initial Delivery Date and at each Option Unit Delivery Date, as applicable.

Appears in 2 contracts

Samples: Underwriting Agreement (Green Plains Partners LP), Underwriting Agreement (Green Plains Partners LP)

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