Common use of Valid Issuance of the Units Clause in Contracts

Valid Issuance of the Units. At the time of purchase and each additional time of purchase, the Units to be sold by the Partnership and the limited partner interests represented thereby will be duly authorized in accordance with the Partnership Agreement and, when issued and delivered to the Underwriters against payment therefor as provided herein, will be validly issued, fully paid (to the extent required under the Partnership Agreement) and nonassessable (except as such nonassessability may be affected by (i) matters described in the Registration Statement, the Pricing Disclosure Package and the Prospectus under the caption “Risk Factors—Risks Inherent in an Investment in Us—Unitholders’ liability may not be limited if a court finds that unitholder action constitutes control of our business” and “Risk Factors—Risks Inherent in an Investment in Us—Unitholders may have liability to repay distributions that were wrongfully distributed to them” (and any similar information, if any, contained in any Permitted Free Writing Prospectus) and (ii) Sections 17-303, 17-607 and 17-804 of the Delaware LP Act).

Valid Issuance of the Units. At the time each Settlement Date and at each Time of purchase and each additional time of purchaseDelivery, if any, the Units to be sold by the Partnership and the limited partner interests represented thereby will be duly authorized in accordance with the Partnership Agreement and, when issued and delivered to the Underwriters any Manager against payment therefor as provided herein, will be validly issued, fully paid (to the extent required under the Partnership Agreement) and nonassessable (except as such nonassessability may be affected by (i) matters described in the Registration Statement, the Pricing Disclosure Package and the Prospectus under the caption “Risk Factors—Risks Inherent in an Investment in Us—Unitholders’ liability may not be limited if a court finds that unitholder action constitutes control of our business” and “Risk Factors—Risks Inherent in an Investment in Us—Unitholders may have liability to repay distributions that were wrongfully distributed to them” (and any similar information, if any, contained in any Permitted Free Writing ProspectusProspectus (as defined below)) and (ii) Sections 17-303, 17-607 and 17-804 of the Delaware LP Act).

Valid Issuance of the Units. At the time of purchase and each additional time of purchase, the Units to be sold by the Partnership and the limited partner interests represented thereby thereby, will be duly authorized in accordance with by the Partnership Agreement and, when issued and delivered to the Underwriters against payment therefor as provided hereinin accordance with the terms hereof, will be validly issued, fully paid (to the extent required under the Partnership Agreement) and nonassessable (except as such nonassessability may be affected by (i) matters Sections 17-303 and 17-607 of the Delaware LP Act and as otherwise described in the Registration Statement, the Pricing Disclosure Package and the Prospectus under the caption captions “The Partnership Agreement—Limited Liability,” “Risk Factors—Risks Inherent in an Investment in Us—Unitholders’ Your liability may not be limited if a court finds that unitholder action constitutes control of our business.” and “Risk Factors—Risks Inherent in an Investment in Us—Unitholders may have liability to repay distributions that were wrongfully distributed to them” (”); and any similar informationother than the Sponsor Units, if any, contained in any Permitted Free Writing Prospectus) and (ii) Sections 17-303, 17-607 and 17-804 the Units will be the only limited partner interests of the Delaware LP Act)Partnership issued and outstanding at the time of purchase.