Common use of Valid Issuance of the Units Clause in Contracts

Valid Issuance of the Units. The Units have been duly authorized and, when issued and delivered against payment therefor pursuant to this Agreement, will be validly issued in accordance with the Partnership Agreement, fully paid (to the extent required under the Partnership Agreement) and non-assessable (except as such non-assessability may be affected by (A) matters described in the Registration Statement and the Prospectus and (B) Sections 17-303, 17-607 or 17-804 of the Delaware LP Act), and will conform in all material respects to the description thereof contained in the Prospectus.

Valid Issuance of the Units. The Units have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered against payment therefor by the Partnership pursuant to this AgreementAgreement against payment of the consideration set forth herein, will be validly issued in accordance with the Partnership Agreement, and fully paid (to the extent required under the Partnership Agreement) and non-assessable nonassessable (except as such non-assessability nonassessability may be affected by (A) matters described in the Registration Statement and the Prospectus and (B) Sections 17-303, 17-607 or and 17-804 of the Delaware LP Act), and will conform in all material respects to the description thereof contained in the Prospectus.

Valid Issuance of the Units. The Units have been and the limited partner interests represented thereby are duly authorized in accordance with the Partnership Agreement and, when issued and delivered to the Underwriters against payment therefor pursuant to in accordance with this Agreement, will be duly and validly issued in accordance with the Partnership Agreementissued, fully paid (to the extent required under the Partnership Agreement) and non-assessable nonassessable (except as such non-assessability nonassessability may be affected by (A) matters described in the Registration Statement and the Prospectus and (B) Sections 17-303, 17-607 or and 17-804 of the Delaware LP Act), and will conform in all material respects to the description thereof contained in the Prospectus.

Valid Issuance of the Units. The Units to be issued and sold by the Partnership to the Underwriters hereunder have been duly authorized and, when issued upon payment and delivered against payment therefor pursuant to delivery in accordance with this Agreement, will be validly issued in accordance with the Partnership Agreementissued, fully paid (to the extent required under the Partnership Agreement) and non-assessable nonassessable (except as such non-assessability nonassessability may be affected by (A) matters described in the Registration Statement and the Prospectus and (B) Sections 17-303, 17-607 or and 17-804 of the Delaware LP Act), ) and will conform in all material respects to the description thereof contained in the most recent Preliminary Prospectus.

Valid Issuance of the Units. The Units to be issued and sold by the Partnership to the Underwriters and the limited partner interests represented thereby have been duly and validly authorized by the Partnership Agreement and, when issued and delivered against payment therefor pursuant to this thereof as provided in accordance with the Underwriting Agreement, will be validly issued in accordance with the Partnership Agreementissued, fully paid (to the extent required under the Partnership Agreement) and non-assessable nonassessable (except as such non-assessability nonassessability may be affected by (A) matters described in the Registration Statement and the Prospectus and (B) Sections 17-303, Section 17-607 or 17-804 of the Delaware LP Act), and will conform in all material respects to the description thereof contained in the Prospectus.

Valid Issuance of the Units. The Units have been and the limited partner interests represented thereby, are duly authorized in accordance with the Partnership Agreement and, when issued and delivered to the Underwriters against payment therefor pursuant to in accordance with this Agreement, will be duly and validly issued in accordance with the Partnership Agreementissued, fully paid (to the extent required under the Partnership Agreement) and non-assessable nonassessable (except as such non-assessability nonassessability may be affected by (A) matters described in the Registration Statement and the Prospectus and (B) Sections 17-303, 17-607 or and 17-804 of the Delaware LP Act), and will conform in all material respects to the description thereof contained in the Prospectus.

Valid Issuance of the Units. The Units to be issued and sold by the Partnership to the Underwriters hereunder have been duly authorized and, when issued upon payment and delivered against payment therefor pursuant to delivery in accordance with this Agreement, will be validly issued in accordance with the Partnership Agreementissued, fully paid (to the extent required under the Partnership Agreement) and non-assessable nonassessable (except as such non-assessability nonassessability may be affected by (A) matters described in the Registration Statement and the Prospectus and (B) Sections 17-303, 17-607 or and 17-804 of the Delaware LP Act), ) and will conform in all material respects to the description thereof contained in the most recent Preliminary Prospectus.

Valid Issuance of the Units. The Units and the limited partner interests represented thereby have been duly authorized in accordance with the Partnership Agreement and, when issued and delivered to the Managers against payment therefor pursuant to in accordance with this Agreement, will be validly issued in accordance with the Partnership Agreementissued, fully paid (to the extent required under the Partnership Agreement) and non-assessable nonassessable (except as such non-assessability nonassessability may be affected by (A) matters described in the Registration Statement and the Prospectus and (B) Sections 17-303, 17-607 or and 17-804 of the Delaware LP Act), and will conform in all material respects to the description thereof contained in the Prospectus.

Valid Issuance of the Units. The Units have been and the limited partner interests represented thereby, will be duly authorized in accordance with the Partnership Agreement and, when issued and delivered to the Purchaser against payment therefor pursuant to this Agreementin accordance with the terms hereof, will be validly issued in accordance with the Partnership Agreementissued, fully paid (to the extent required under the Partnership Agreement) and non-assessable nonassessable (except as such non-assessability nonassessability may be affected by (A) matters described in the Registration Statement and the Prospectus and (B) Sections 17-303, 303 and 17-607 or 17-804 of the Delaware LP Revised Uniform Limited Partnership Act), and will conform in all material respects to the description thereof contained in the Prospectus.

Valid Issuance of the Units. The Units and the limited partner interests represented thereby, have been duly and validly authorized in accordance with the Partnership Agreement and, when issued and delivered against payment therefor pursuant to in accordance with this Agreement, will be validly issued in accordance with the Partnership Agreementissued, fully paid (to the extent required under the Partnership Agreement) and non-assessable (except as such non-assessability nonassessability may be affected by (A) matters described in the Registration Statement and the Prospectus and (B) Sections 17-303, 17-607 or and 17-804 of the Delaware LP Act), and will conform in all material respects to the description thereof contained in the Prospectus.

Valid Issuance of the Units. The Units have been duly authorized and, when issued and delivered against payment therefor pursuant to this Agreement, will be validly issued in accordance with the Partnership Agreement, fully paid (to the extent required under the Partnership Agreement) and non-assessable (except as such non-assessability may be affected by (A) matters described in the Registration Statement and the Prospectus and (B) Sections 17-303, 17-607 or 17-804 of the Delaware LP Act), and will conform in all material respects to the description thereof contained in the Prospectus.

Valid Issuance of the Units. The Units and the limited partner interests represented thereby have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered against payment therefor pursuant to in accordance with the terms of this Agreement, will be validly issued in accordance with the Partnership Agreementissued, fully paid (to the extent required under the Partnership Agreement) and non-assessable nonassessable (except as such non-assessability nonassessability may be affected by (A) matters described in the Registration Statement and the Prospectus and (B) Sections 17-303, 17-607 or and 17-804 of the Delaware LP Act), and will conform in all material respects to the description thereof contained in the Prospectus.

Valid Issuance of the Units. The Units have been Units, and the limited partner interests represented thereby, will be duly and validly authorized in accordance with the Partnership Agreement and, when issued and delivered against payment therefor pursuant to in accordance with this Agreement, will be duly and validly issued in accordance with the Partnership Agreementissued, fully paid (to the extent required under the Partnership Agreement) and non-assessable nonassessable (except as such non-assessability nonassessability may be affected by (A) matters described in the Registration Statement and the Prospectus and (B) Sections 17-303, 17-607 or and 17-804 of the Delaware LP Act), and will conform in all material respects to the description thereof contained in the Prospectus.

Valid Issuance of the Units. The Units have been duly and validly authorized and, when issued and delivered against payment therefor pursuant to in accordance with this Agreement, will be duly and validly issued in accordance with the Partnership Agreementissued, fully paid (to the extent required under the Partnership Agreement) and non-assessable nonassessable (except as such non-assessability nonassessability may be affected by (A) matters described in the Registration Statement and the Prospectus and (B) Sections 17-303, Section 17-607 or 17-804 of the Delaware LP Act), ; and will the Units conform in all material respects to the description descriptions thereof contained in the ProspectusPricing Disclosure Package.

Valid Issuance of the Units. The Units have been Units, and the limited partner interests represented thereby, will be duly authorized in accordance with the Partnership Agreement and, when issued and delivered against payment therefor pursuant to in accordance with this Agreement, will be validly issued in accordance with the Partnership Agreementissued, fully paid (to the extent required under the Partnership Agreement) and non-assessable nonassessable (except as such non-assessability nonassessability may be affected by (A) matters described in the Registration Statement and the Prospectus and (B) Sections 17-303, 17-607 or and 17-804 of the Delaware LP Act), ) and will conform in all material respects to the description thereof contained in the Prospectus.