General Provisions Relating to Assumption of Liabilities. Notwithstanding anything to the contrary contained in this Agreement including the terms and provisions of this Article II, none of the Parties shall be deemed to have assumed, and none of the Transferred Assets have been or are being contributed subject to, (a) any liens or security interests securing consensual indebtedness covering any of the Transferred Assets, except for encumbrances permitted by this Contribution Agreement, and all such liens and security interests shall be deemed to be excluded from the assumptions of liabilities made under this Article II or (b) any of the liabilities covered by the indemnities set forth in this Contribution Agreement to the extent such liabilities are covered by such indemnities, and all such liabilities shall be deemed to be excluded from the assumptions of liabilities made under this Article II to the extent that such liabilities are covered by such indemnities.
General Provisions Relating to Assumption of Liabilities. Notwithstanding anything to the contrary contained in this Agreement including, without limitation, the terms and provisions of this Article III, none of the Parties shall be deemed to have assumed, and the Subject Interest has not and is not being distributed or contributed, as the case may be, subject to, any liens or security interests securing consensual indebtedness covering such Subject Interest, and all such liens and security interests shall be deemed to be excluded from the assumptions of liabilities made under this Article III.
General Provisions Relating to Assumption of Liabilities. (a) Notwithstanding any other provisions of this Agreement to the contrary, EP Texas, EPOLP and MBLLC agree that MBLLC shall not be obligated to, and shall not, assume any liabilities or obligations related to the Excluded Assets (collectively, the “Excluded Liabilities”).
General Provisions Relating to Assumption of Liabilities. Notwithstanding anything to the contrary contained in this Agreement, including, without limitation, the terms and provisions of this Article IV, none of the Parties shall be deemed to have assumed, and none of the Assets have been or are being contributed subject to, [(a) any liens or security interests securing consensual indebtedness covering any of the Assets, except for liens and security interests securing borrowings under the Existing Credit Facility, the Bank Credit Facility and all such liens and security interests disclosed in the Registration Statement or normally associated with oil and LNG shipping vessels, and all such liens and security interests (except such liens set forth above) shall be deemed to be excluded from the assumptions of liabilities made under this Article IV or (b) ]any of the liabilities covered by the indemnities set forth in the Omnibus Agreement to the extent such liabilities are covered by such indemnities, and all such liabilities shall be deemed to be excluded from the assumptions of liabilities made under this Article IV to the extent that such liabilities are covered by such indemnities. CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT -8- <PAGE> ARTICLE V ADDITIONAL TRANSACTION 5.1
General Provisions Relating to Assumption of Liabilities. Notwithstanding anything to the contrary contained in this Agreement including, without limitation, the terms and provisions of this Article III, none of the Parties shall be deemed to have assumed, and none of the Assets have been or are being contributed subject to, any liens or security interests securing consensual indebtedness covering any of the Assets, except to the extent set forth on a Schedule to this Agreement or pursuant to the OLP Credit Agreement, and all such liens and security interests shall be deemed to be excluded from the assumptions of liabilities made under this Article III, and all such liabilities and obligations shall be deemed to be excluded from the assumptions of liabilities made under this Article III. ARTICLE IV
General Provisions Relating to Assumption of Liabilities. Notwithstanding anything to the contrary contained in this Agreement including, without limitation, the terms and provisions of this Article IV, none of the Parties shall be deemed to have assumed, and none of the Assets have been or are being contributed subject to, (a) any liens or security interests securing consensual indebtedness covering any of the Assets, except for liens and security interests securing borrowings under the Existing Credit Facility and the Bank Credit Facility, and all such liens and security interests (except such liens securing borrowing under the Bank Credit
General Provisions Relating to Assumption of Liabilities. Notwithstanding anything to the contrary contained in this Agreement, including the terms and provisions of this Article I, no Party shall be deemed to have assumed, and the Assigned Interest has not and is not being assigned or contributed, as the case may be, subject to any Encumbrances of any kind, including Encumbrances securing Indebtedness, other than (i) transfer restrictions imposed by federal and state securities laws and (ii) Encumbrances set forth in the Charter Documents of ETC, and all such Encumbrances shall be deemed to be excluded from the assumptions of liabilities made under this Article I.
General Provisions Relating to Assumption of Liabilities. Notwithstanding anything to the contrary contained in this Agreement including, without limitation, the terms and provision of this Article IV, none of the parties to this Agreement shall be deemed to have assumed, and none of the Assets have been or are being contributed subject to (i) any liens or security interests covering the Assets that secure indebtedness, except to the extent such indebtedness constitutes an Assumed Liability, and all such liens or security interests covering the Assts that secure indebtedness shall be deemed to be excluded from the assumptions contained in this Article IV, or (ii) any liabilities to the extent covered by indemnities set forth in the Omnibus Agreement, and to the extent such liabilities are covered by indemnities set forth in the Omnibus Agreement, then such shall be deemed to be excluded from the assumptions contained in this Article IV.
General Provisions Relating to Assumption of Liabilities. Notwithstanding anything to the contrary contained in this Agreement, including, without limitation, the terms and provisions of this Article I, no Party shall be deemed to have assumed, and the Subject Interests have not and are not being assigned or contributed, as the case may be, subject to any Encumbrances of any kind, including, without limitation, Encumbrances securing Indebtedness other than Encumbrances provided in the Charter Documents of Enterprise Holding III, and all such Encumbrances shall be deemed to be excluded from the assumptions of liabilities made under this Article I.
General Provisions Relating to Assumption of Liabilities. Notwithstanding anything to the contrary contained in this Agreement including, without limitation, the terms and provisions of this Article I, none of the Parties shall be deemed to have assumed, and the Elk Basin Interest, Put Interest and Pipeline Interest have not and are not being assigned, subject to, any liens or security interests securing consensual indebtedness covering such interests, and all such liens and security interests shall be deemed to be excluded from the assumptions of liabilities made under this Article I.
