Units to be Issued. The OP Units to be issued by the Operating Partnership to the Company in connection with the Company’s contribution of the proceeds from the sale of the Shares to the Operating Partnership have been duly authorized for issuance by the Operating Partnership to the Company, and at each Settlement Date, will be validly issued and fully paid. Such OP Units will be exempt from registration or qualification under the Securities Act and applicable state securities laws. None of the OP Units will be issued in violation of the preemptive or other similar rights of any securityholder of the Operating Partnership.
Units to be Issued. The Series B Preferred units of limited partnership of the OP (the “Series B Preferred Units”) to be issued by the OP to the Company in connection with the Company’s contribution of the proceeds from the sale of the Securities to the OP have been duly authorized for issuance by the OP to the Company and will be validly issued and fully paid. Such Series B Preferred Units will be exempt from registration or qualification under the Securities Act and applicable state securities laws. None of the Series B Preferred Units will be issued in violation of the preemptive or other similar rights of any securityholder of the OP.
Units to be Issued. At Closing but effective as of the Effective Date, the Company will issue and deliver new General Partner Units to VTP, and new Limited Partner Units to VAP-III, VTAG and to each New Partner, in accordance with Schedule 1 attached to this Amendment. At Closing, and in accordance with Section 4.01(A) of the VOC Brazos LP Agreement, the attached Schedule 1 shall supersede, amend and replace Exhibit A of the VOC Brazos LP Agreement.
Units to be Issued. When issued to Contributors pursuant to this Agreement (a) the Partnership Interests (as defined in the Limited Partnership Agreement) in Partnership represented by the Units will have been duly authorized under the Limited Partnership Agreement and Delaware law, and (b) the Units issued to Contributors will represent validly issued and, subject to the terms of this Agreement and of the Limited Partnership Agreement and to statutory obligations under Delaware law, fully paid and nonassessable limited partner interests in Partnership. In accordance with the Limited Partnership Agreement, Contributors will be admitted as Additional Limited Partners, as defined in the Limited Partnership Agreement.
