Common use of Formation and Qualification of Partnership Clause in Contracts

Formation and Qualification of Partnership. The Partnership has been duly formed and is validly existing as a limited partnership in good standing under the Delaware LP Act with all limited partnership power and authority necessary to own, lease or operate its properties and to conduct its business, in each case in all material respects as described in the Registration Statement, the General Disclosure Package or the Prospectus.

Formation and Qualification of Partnership. The Partnership has been duly formed and is validly existing as a limited partnership in good standing under the Delaware LP Act with all limited partnership power and authority necessary to ownown or lease its properties, lease to assume the liabilities assumed or operate its properties being assumed by it pursuant to the Transaction Documents and to conduct its business, in each case in all material respects as described in the Registration Statement, the General Disclosure Package Statement and Prospectus. The Partnership is duly registered or the Prospectusqualified to do business and is in good standing as a foreign limited partnership in each jurisdiction set forth under its name on Annex I to this opinion.

Formation and Qualification of Partnership. The Partnership has been duly formed and is validly existing in good standing as a limited partnership in good standing under the Delaware LP Act with all limited necessary partnership power and authority necessary to own, own or lease or operate its properties and to conduct its business, in each case business in all material respects as described in the Registration Statement, the General Disclosure Package or most recent Preliminary Prospectus and the Prospectus. The Partnership is duly registered or qualified as a foreign limited partnership for the transaction of business under the laws of the jurisdictions set forth on Schedule 3 to the Underwriting Agreement.