Memorial Entities definition
Memorial Entities means the Partnership Parties and Memorial Resource Development LLC, a Delaware limited liability company (“Memorial Resource”); and (4) “Partnership Properties” means all of the assets and properties owned by the Partnership Entities, including, commencing on the Closing Date, the Beta Properties (as defined herein). Reference herein to: (1) “Beta PSA” means that certain purchase and sale agreement, dated November 19, 2012, between the Operating Company and Rise Energy Partners, LP regarding the sale of equity interests in Rise Energy Operating, LLC (“Rise Energy” and together with its subsidiaries, the “Beta Entities”); (2) “Beta Acquisition” means the purchase of all of the outstanding equity interests in Rise Energy which, together with its subsidiaries, owns interests in oil and gas producing properties and assets offshore Southern California; and (3) “Beta Properties” means the properties and assets of the Beta Entities. The Partnership Parties wish to confirm as follows their agreement with you and the other several Underwriters, on whose behalf you are acting, in connection with the several purchases of the Firm Units and of the Option Units, if any, from the Partnership.
Memorial Entities means the Partnership Parties, BlueStone, WHT, Classic, Classic Hydrocarbons and Craton; (4) “Partnership Properties” means the Columbus Interest, the ETX Interest, the Classic Properties and the Derivatives Contracts; and (5) “MRD Entities” means the Funds and the Memorial Entities. This is to confirm the agreement among the Partnership Parties and the Underwriters concerning the purchase by the Underwriters of the Firm Units and of the Option Units, if any, from the Partnership by the Underwriters.
Memorial Entities means the Partnership Entities and Memorial Resource Development LLC, a Delaware limited liability company (“Memorial Resource”); (8) “Beta Entities” means Rise Energy Operating, LLC, a Delaware limited liability company (“Rise Energy Operating”), Rise Energy Minerals, LLC, a Delaware limited liability company (“Rise Energy Minerals”), Rise Energy
Examples of Memorial Entities in a sentence
None of the Memorial Entities has taken, directly or indirectly, any action designed to or that would constitute or that might reasonably be expected to cause or result in, under the 1934 Act or otherwise, stabilization or manipulation of the price of any security of the Partnership Parties to facilitate the sale or resale of the Securities.
More Definitions of Memorial Entities
Memorial Entities means the Partnership Parties and the Selling Unitholder; and (4) “Partnership Properties” means all of the assets and properties owned by the Partnership Entities. The Partnership Parties and the Selling Unitholder wish to confirm as follows their agreement with you in connection with the purchase of the Units from the Selling Unitholder.
Memorial Entities means the Partnership Entities and Memorial Resource Development LLC, a Delaware limited liability company (“Memorial Resource”); (8) “Beta Entities” means Rise Energy Operating, LLC, a Delaware limited liability company, Rise Energy Minerals, LLC, a Delaware limited liability company, Rise Energy Beta, LLC, a Delaware limited liability company, and San ▇▇▇▇▇ Bay Pipeline Company, a California corporation; (9) “Partnership Properties” means all of the assets and properties owned by the Partnership Entities; (10) “WHT Entities” means WHT Energy Partners LLC, a Delaware limited liability company, and WHT Carthage LLC, a Delaware limited liability company; (11) “Operating Company” means Memorial Production Operating LLC, a Delaware limited liability company; (12) “WHT Properties” means the properties and assets owned by the WHT Entities; (13) “Cinco Entities” means Memorial Energy Services LLC, a Delaware limited liability company, Memorial Midstream LLC, a Texas limited liability company, and Prospect Energy, LLC, a Colorado limited liability company; and (14) “Cinco Properties” means the properties and assets owned by the Cinco Entities. The Securities will be offered and sold to the Initial Purchasers without registration under the 1933 Act, in reliance on the exemption provided by Section 4(a)(2) of the 1933 Act. The Issuers and the Guarantors have prepared a preliminary offering memorandum, dated October 7, 2013 (the “Preliminary Offering Memorandum”), and a pricing term sheet substantially in the form attached hereto as Exhibit D (the “Pricing Term Sheet”) setting forth the terms of the Securities omitted from the Preliminary Offering Memorandum. Promptly following the execution of this Agreement, the Issuers and the Guarantors will prepare an offering memorandum, dated October 7, 2013 (the “Offering Memorandum”), setting forth information regarding the Partnership Parties and the Securities. The Preliminary Offering Memorandum, as supplemented and amended as of the Applicable Time, together with the Pricing Term Sheet and any of the documents listed on Exhibit E hereto are collectively referred to as the “General Disclosure Package.” The Issuers and the Guarantors hereby confirm that they have authorized the use of the General Disclosure Package and the Offering Memorandum in connection with the offering and resale of the Securities by the Initial Purchasers. Any reference to the General Disclosure Package or the Offering Memorandum shall be deemed to ...
Memorial Entities means the Partnership Parties and Memorial Resource Development LLC, a Delaware limited liability company (“Memorial Resource”); (4) “Beta Entities” means Rise Energy Operating, LLC, a Delaware limited liability company, Rise Energy Minerals, LLC, a Delaware limited liability company, Rise Energy Beta, LLC, a Delaware limited liability company and San ▇▇▇▇▇ Bay Pipeline Company, a California corporation; and (5) “Partnership Properties” means all of the assets and properties owned by the Partnership Entities. Reference herein to: (1) “WHT Entities” means WHT Energy Partners LLC, a Delaware limited liability company and WHT Carthage LLC, a Delaware limited liability company; (2) “WHT PSA” means that certain purchase and sale agreement, dated March 18, 2013, among the Operating Company, Tanos Energy, LLC, WildHorse Resources, LLC and Memorial Resource regarding the sale of equity interests in WHT; (3) “WHT Acquisition” means the purchase of all of the outstanding equity interests in WHT, which owns, among other things, interests in oil and gas producing and non-producing properties in East Texas and North Louisiana; and (4) “WHT Properties” means the properties and assets of the WHT Entities. The Partnership Parties wish to confirm as follows their agreement with you and the other several Underwriters, on whose behalf you are acting, in connection with the several purchases of the Firm Units and of the Option Units, if any, from the Partnership.