Representations, Warranties and Agreements of the Partnership Entities Sample Clauses

Representations, Warranties and Agreements of the Partnership Entities. The Magellan Parties, jointly and severally, represent, warrant and agree that:

Representations, Warranties and Agreements of the Partnership Entities. The Partnership Entities, jointly and severally, represent, warrant and agree that: (a) A registration statement on Form S-3 (File No. 333-205432), including a related prospectus or prospectuses, relating to the Units has (i) been prepared by the Partnership in conformity with the requirements of the Securities Act of 1933, as amended (the “Securities Act”), and the rules and regulations of the Securities and Exchange Commission (the “Commission”) thereunder; (ii) been filed with the Commission under the Securities Act; and (iii) become effective under the Securities Act. Copies of such registration statement and any amendment thereto have been delivered by the Partnership to you as the representative (the “Representative”) of the Underwriters. As used in this Agreement:

Representations, Warranties and Agreements of the Partnership Entities. Each of the Partnership Entities represents and warrants to, and agrees with, each Agent, on and as of (i) the date hereof, (ii) each date on which the Partnership and any Agent agree upon a Transaction Notice (a “Time of Acceptance”) or executes and delivers a Terms Agreement, (iii) each Time of Sale (as defined below), (iv) each Settlement Date and (v) each Bring-Down Delivery Date (as defined in Section 6(b)) (each such date listed in (i) through (v), a “Representation Date”), as follows:

Representations, Warranties and Agreements of the Partnership Entities. The Magellan Parties, jointly and severally, represent, warrant and agree that: (a) A registration statement on Form S-3 (File No. 333-83952) with respect to the Common Units being sold by the Partnership and a registration statement on Form S-3 (File No. 333-109732) with respect to the Common Units being sold by the Selling Unitholder have (i) been prepared by the Partnership in conformity with the requirements of the Securities Act of 1933, as amended (the "Securities Act"), and the rules and regulations (the "Rules and Regulations") of the Securities and Exchange Commission (the "Commission") thereunder, (ii) been filed with the Commission under the Securities Act and (iii) become effective under the Securities Act. Copies of each such registration statement and each of the amendments thereto, if any, have been delivered by the Partnership to the Representatives of the Underwriters. As used in this Agreement, "Effective Time" means the respective date and the time as of which each such registration statement, or the most recent post-effective amendment thereto, if any, was declared effective by the Commission; "Effective Date" means the respective date of each Effective Time; "Preliminary Prospectus" means each prospectus included in each such registration statement, or amendments thereto, before each such registration statement became effective under the Securities Act, any prospectus filed with the Commission by the Partnership with the consent of the Representatives pursuant to Rule 424(a) of the Rules and Regulations, or any preliminary prospectus supplement, including the accompanying base prospectus, filed with the Commission by the Partnership with the consent of the Representatives after the effectiveness of each such registration statement pursuant to Rule 424(b) of the Rules and Regulations; "Registration Statement" means collectively, each registration statement referred to above, as each was amended at its Effective Time, including all information contained in the final prospectus filed with the Commission pursuant to Rule 424(b) of the Rules and Regulations and deemed to be a part of each such registration statement as of its Effective Time pursuant to Rule 430A of the Rules and Regulations and any new registration statement registering additional securities pursuant to Rule 462(b) of the Rules and Regulations; and "Prospectus" means the final prospectus supplement, including the accompanying base prospectus, as first filed with the Commiss...

Representations, Warranties and Agreements of the Partnership Entities. The Magellan Parties, jointly and severally, represent, warrant and agree that: (a) A registration statement on Form S-3 (File No. 333-83952) with respect to the Common Units being sold by the Partnership and a registration statement on Form S-3 (File No. 333-109732) with respect to the Common Units being sold by the Selling Unitholder have (i) been prepared by the Partnership in conformity with the requirements of the Securities Act of 1933, as amended (the “Securities Act”), and the rules and regulations (the “Rules and Regulations”) of the Securities and Exchange Commission (the “Commission”) thereunder, (ii) been filed with the Commission under the Securities Act and (iii) become effective under the Securities Act. Copies of each such registration statement and each of the amendments thereto, if any, have been delivered by the Partnership to the Representatives of the Underwriters. As

Representations, Warranties and Agreements of the Partnership Entities. The Magellan Parties, jointly and severally, represent, warrant and agree that: (a) A registration statement on Form S-3 (File No. 333-83952) with respect to the Notes being sold by the Partnership has (i) been prepared by the Partnership in conformity with the requirements of the Securities Act of 1933, as amended (the “Securities Act”), and the rules and regulations (the “Rules and Regulations”) of the Securities and Exchange Commission (the “Commission”) thereunder, (ii) been filed with the Commission under the Securities Act and (iii) become effective under the Securities Act. Copies of such registration statement and each of the amendments thereto, if any, have been delivered by the Partnership to the Representatives of the Underwriters. As used in this Agreement, “Effective Time” means the date and the time as of which such registration statement, or the most recent post-effective amendment thereto, if any, was declared effective by the Commission; “Effective Date” means the date of the Effective Time; “Preliminary Prospectus” means the prospectus included in such registration statement, or amendments thereto, before such registration statement became effective under the Securities Act, any prospectus filed with the Commission by the Partnership with the consent of the Representatives pursuant to Rule 424(a) of the Rules and Regulations, or any preliminary