Xxxxxx Assets. The parties set forth on Exhibit H hereto hereby grant to the MLP and its Subsidiaries (whether new or existing) (collectively, the “MLP Group”) a right of first offer on the assets described on Exhibit H hereto (the “Xxxxxx Assets”) to the extent that any such party or their applicable Affiliate proposes to, directly or indirectly, sell, assign, convey, transfer or otherwise dispose of, whether in one or a series of transactions (such actions collectively, “Transfer”) all or any portion of the Xxxxxx Assets (other than to an Affiliate of such party who agrees in writing that such Xxxxxx Assets remain subject to the provisions of this Section 6.12 and such Affiliate assumes the obligations under this Section 6.12 with respect to such Xxxxxx Assets) or enters into any agreement relating to such Transfer or proposed Transfer of any Xxxxxx Assets from the Execution Date until three years following the Closing.
Xxxxxx Assets. (a) For purposes of this Agreement, "XXXXXX ASSETS" shall mean (without duplication):
Xxxxxx Assets. Immediately prior to Closing, the Company will assign the X’Xxxxx Assets to the Equityholders’ Representative or assignee thereof, and the Equityholders’ Representative or such assignee will assume any and all liabilities relating thereto pursuant to an assignment and assumption agreement.
Xxxxxx Assets. The Asset Acquisition shall have been completed and the Credit Parties shall have received assignments in a form proper for recording with respect to the Xxxxxx Assets.
