Common use of Organization; Authorization; Validity of Agreement; Necessary Action Clause in Contracts

Organization; Authorization; Validity of Agreement; Necessary Action. The Covenanting Unitholder has the requisite power and authority and/or capacity to execute and deliver this Agreement and to carry out its obligations hereunder. The execution and delivery by the Covenanting Unitholder of this Agreement and the performance by it of the obligations hereunder have been duly and validly authorized by the Covenanting Unitholder and no other actions or proceedings are required on the part of the Covenanting Unitholder to authorize the execution and delivery of this Agreement or the performance by the Covenanting Unitholder of the obligations hereunder. This Agreement has been duly executed and delivered by the Covenanting Unitholder and, assuming the due authorization, execution and delivery of this Agreement by the Parent Parties, constitutes a legal, valid and binding agreement of the Covenanting Unitholder, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general equitable principles.

Appears in 7 contracts

Samples: Support Agreement (K-Sea Transportation Partners Lp), Support Agreement (Ew Transportation LLC), Support Agreement (Kirby Corp)

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Organization; Authorization; Validity of Agreement; Necessary Action. The Covenanting Unitholder has the requisite power and authority and/or capacity to execute and deliver this Agreement and Agreement, to carry out his or its obligations hereunderhereunder and to consummate the transactions contemplated hereby. The execution and delivery by the Covenanting each Unitholder of this Agreement and Agreement, the performance by him or it of the obligations hereunder and the consummation of the transactions contemplated hereby have been duly and validly authorized by the Covenanting Unitholder and no other actions or proceedings are required on the part of the Covenanting Unitholder to authorize the execution and delivery of this Agreement or Agreement, the performance by the Covenanting Unitholder of the obligations hereunderhereunder or the consummation of the transactions contemplated hereby are required. This Agreement has been duly executed and delivered by the Covenanting Unitholder and, assuming the due authorization, execution and delivery of this Agreement by the Parent PartiesPartnership, constitutes a legal, valid and binding agreement of the Covenanting Unitholder, enforceable against him or it in accordance with its terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general equitable principles.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Teppco Partners Lp), Support Agreement (Enterprise Products Partners L P)

Organization; Authorization; Validity of Agreement; Necessary Action. The Covenanting Such Unitholder has the requisite power and authority and/or capacity to execute and deliver this Agreement and Agreement, to carry out its obligations hereunderhereunder and to consummate the transactions contemplated hereby. The execution and delivery by the Covenanting such Unitholder of this Agreement and Agreement, the performance by it of the obligations hereunder and the consummation of the transactions contemplated hereby have been duly and validly authorized by the Covenanting Unitholder such Unitholder, and no other actions or proceedings are required on the part of the Covenanting such Unitholder are necessary to authorize the execution and delivery of this Agreement or Agreement, the performance by the Covenanting such Unitholder of its obligations hereunder or the obligations hereunderconsummation of the transactions contemplated hereby. This Agreement has been duly executed and delivered by the Covenanting such Unitholder and, assuming the due authorization, execution and delivery of this Agreement by Inergy and the Parent Partiesother parties hereto, constitutes a legal, valid and binding agreement of the Covenanting such Unitholder, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general equitable principles.

Appears in 2 contracts

Samples: Support Agreement (Inergy Holdings, L.P.), Agreement and Plan of Merger (Inergy Holdings, L.P.)

Organization; Authorization; Validity of Agreement; Necessary Action. The Covenanting Unitholder has the requisite power and authority and/or capacity to execute and deliver this Agreement and Agreement, to carry out its obligations hereunderhereunder and to consummate the transactions contemplated hereby. The execution and delivery by the Covenanting Unitholder of this Agreement and Agreement, the performance by it of the obligations hereunder and the consummation of the transactions contemplated hereby have been duly and validly authorized by the Covenanting Unitholder and no other actions or proceedings are required on the part of the Covenanting Unitholder to authorize the execution and delivery of this Agreement or Agreement, the performance by the Covenanting Unitholder of the obligations hereunderhereunder or the consummation of the transactions contemplated hereby are required. This Agreement has been duly executed and delivered by the Covenanting Unitholder and, assuming the due authorization, execution and delivery of this Agreement by the Parent PartiesPartnership, constitutes a legal, valid and binding agreement of the Covenanting Unitholder, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general equitable principles.

Appears in 1 contract

Samples: Support Agreement (Enterprise GP Holdings L.P.)

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Organization; Authorization; Validity of Agreement; Necessary Action. The Covenanting Such Unitholder has the requisite power and authority and/or capacity to execute and deliver this Agreement and Agreement, to carry out its obligations hereunderhereunder and to consummate the transactions contemplated hereby. The execution and delivery by the Covenanting such Unitholder of this Agreement and Agreement, the performance by it of the obligations hereunder and the consummation of the transactions contemplated hereby have been duly and validly authorized by the Covenanting Unitholder such Unitholder, and no other actions or proceedings are required on the part of the Covenanting such Unitholder are necessary to authorize the execution and delivery of this Agreement or Agreement, the performance by the Covenanting such Unitholder of its obligations hereunder or the obligations hereunderconsummation of the transactions contemplated hereby. This Agreement has been duly executed and delivered by the Covenanting such Unitholder and, assuming the due authorization, execution and delivery of this Agreement by the Parent PartiesPartners, constitutes a legal, valid and binding agreement of the Covenanting such Unitholder, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general equitable principles.

Appears in 1 contract

Samples: Support Agreement (Buckeye Partners, L.P.)

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