Eligibility Certificates; Ineligible Holders. (a) If at any time the General Partner determines, with the advice of counsel, that:
Eligibility Certificates; Ineligible Holders. (a) The General Partner may upon demand or on a regular basis require Limited Partners, and transferees of Limited Partner Interests in connection with a transfer, to execute an Eligibility Certificate or provide other information as is necessary for the General Partner to determine if any such Limited Partners or transferees are Ineligible Holders.
Eligibility Certificates; Ineligible Holders. (a) If any Group Member is or becomes subject to any federal, state or local law or regulation that, in the reasonable determination of the General Partner, creates a substantial risk of cancellation or forfeiture of any property in which the Group Member has an interest based on the nationality, citizenship or other related status of a Limited Partner or Citizenship Assignee, the General Partner may request any Limited Partner or Citizenship Assignee to furnish to the General Partner, within 30 days after receipt of such request, an executed Eligibility Certificate or such proof of the nationality, citizenship or other related status (or, if the Limited Partner or Citizenship Assignee is a nominee holding for the account of another Person, the nationality, citizenship or other related status of such Person) as the General Partner may request. If a Limited Partner or Citizenship Assignee fails to furnish to the General Partner within the aforementioned 30-day period such Eligibility Certificate or other requested information or if upon receipt of such Eligibility Certificate or other requested information the General Partner determines, with the advice of counsel, that a Limited Partner or Citizenship Assignee is not an Eligible Citizen (an “Ineligible Holder”), the Partnership Interests owned by such Ineligible Holder shall be subject to redemption in accordance with the provisions of Section 4.9. In addition, the General Partner may require that the status of any such Ineligible Holder be changed to that of a Non-citizen Assignee and, thereupon, the General Partner shall be substituted for such Non-citizen Assignee as the Limited Partner in respect of such Limited Partner’s Limited Partner Interests.
Eligibility Certificates; Ineligible Holders. (a) If at any time the General Partner determines, with the advice of counsel, that: OASIS MIDSTREAM PARTNERS LP Second Amended and Restated Agreement of Limited Partnership
Eligibility Certificates; Ineligible Holders. (a) (i) If at any time the General Partner determines, with the advice of counsel, that the Partnership’s status other than as an association taxable as a corporation for U.S. federal income tax purposes or the failure of the Partnership otherwise to be subject to an entity-level tax for U.S. federal, state or local income tax purposes, coupled with the tax status (or lack of proof of the U.S. federal income tax status) of one or more Limited Partners, has or will reasonably likely have a material adverse effect on the maximum applicable rate that can be charged to customers by Subsidiaries of the Partnership, then the General Partner may adopt such amendments to this Agreement as it determines to be necessary or advisable to obtain such proof of the federal income tax status of the Limited Partners and, to the extent relevant, their beneficial owners, as the General Partner determines to be necessary to establish those Limited Partners whose U.S. federal income tax status does not or would not have a material adverse effect on the maximum applicable rate that can be charged to customers by Subsidiaries of the Partnership.
Eligibility Certificates; Ineligible Holders. (a) If at any time the Manager determines, with the advice of counsel, that
Eligibility Certificates; Ineligible Holders. (a) If at any time the General Partner determines, with the advice of counsel, that (i) the Partnership’s status other than as an association taxable as a corporation for U.S. federal income tax purposes or the failure of the Partnership otherwise to be subject to an entity-level tax for U.S. federal, state or local income tax purposes, coupled with the tax status (or lack of proof of the federal income tax status) of one or more Limited Partners or Assignees, has or will reasonably likely have a material adverse effect on the maximum applicable rate that can be charged to customers by Subsidiaries of the Partnership (a “Rate Eligibility Trigger ”), or (ii) any Group Member is subject to any federal, state or local law or regulation that would create a substantial risk of cancellation or forfeiture of any property in which the Group Member has an interest based on the nationality, citizenship or other related status of a Limited Partner or Assignee (a “Citizenship Eligibility Trigger ”); then, the General Partner shall take any action it determines to be necessary or advisable to (x) in the case of a Rate Eligibility Trigger, obtain such proof of the federal income tax status of the Limited Partner or Assignee and, to the extent relevant, their beneficial owners, as the General Partner determines to be necessary to establish those Limited Partners whose federal income tax status does not or would not have a material adverse effect on the maximum applicable rate that can be charged to customers by Subsidiaries of the Partnership or (y) in the case of a Citizenship Eligibility Trigger, obtain such proof of the nationality, citizenship or other related status (or, if the General Partner is a nominee holding for the account of another Person, the nationality, citizenship or other related status of such Person) of the Limited Partner or Assignee as the General Partner determines to be necessary to establish that the Limited Partner’s or Assignee’s status as a Limited Partner does not or would not subject any Group Member to a significant risk of cancellation or forfeiture of any of its properties or interests therein.
Eligibility Certificates; Ineligible Holders. 34 Section 4.10 Redemption of Partnership Interests of Ineligible Holders. 35
Eligibility Certificates; Ineligible Holders. 31 Section 4.9 Redemption of Partnership Interests of Ineligible Holders 32 ARTICLE V CAPITAL CONTRIBUTIONS AND ISSUANCE OF PARTNERSHIP INTERESTS Section 5.1 Organizational Contributions 34 Section 5.2 Contributions by Affiliates of the General Partner 34 Section 5.3 Contributions by Initial Limited Partners 34 Section 5.4 Interest and Withdrawal 34 Section 5.5 Capital Accounts 35 Section 5.6 Issuances of Additional Partnership Interests 38 Section 5.7 Conversion of Subordinated Units 39 Section 5.8 Limited Preemptive Right 39 Section 5.9 Splits and Combinations 39 Section 5.10 Fully Paid and Non-Assessable Nature of Limited Partner Interests 40 Section 5.11 Issuance of Common Units in Connection with Reset of Incentive Distribution Rights 40
Eligibility Certificates; Ineligible Holders. (a) If at any time the Board of Directors determines, with the advice of counsel, that any Group Member is subject to any federal, state or local law or regulation that would create a substantial risk of cancellation or forfeiture of any property in which the Group Member has an interest based on the nationality, citizenship or other related status of a Member then the Board of Directors may adopt such amendments to this Agreement as it determines to be necessary or advisable to obtain such proof of the nationality, citizenship or other related status of the Member (or, if the Member is a nominee holding for the account of another Person, the nationality, citizenship or other related status of such Person) as the Board of Directors determines to be necessary or advisable to establish those Members whose status as Members does not or would not subject any Group Member to a significant risk of cancellation or forfeiture of any of its properties or interests therein.
