Offshore Partnership definition
Examples of Offshore Partnership in a sentence
Teekay agrees to keep any such counsel hired by the LNG Partnership Group or the Offshore Partnership Group reasonably informed as to the status of any such defense (including providing such counsel with such information related to any such defense as such counsel may reasonably request) but Teekay shall have the right to retain sole control over such defense.
The material terms set forth in the Transfer Notice shall have been approved, in any case where an LNG Partnership Group Member or an Offshore Partnership Group Member is the Transferring Party, by the applicable Conflicts Committee of Teekay LNG General Partner or Teekay Offshore General Partner.
Furthermore, no claim may be made against Teekay for indemnification pursuant to Section 7.1(a) in connection with the Offshore Partnership Group and the Offshore Contribution Assets unless the aggregate dollar amount of all claims for indemnification by the Offshore Partnership Group pursuant to such section shall exceed $500,000, in which case Teekay shall be liable for claims for indemnification only to the extent such aggregate amount exceeds $500,000.
The Offshore Partnership Group hereby grants (i) Teekay a right of first offer on any proposed Transfer or Re-Charter by any Offshore Partnership Group Member of any Crude Oil Assets owned or acquired by any Offshore Partnership Group Member and (ii) Teekay LNG General Partner a right of first offer on any proposed Transfer or Re-Charter by any Offshore Partnership Group Member of any LNG Assets owned or acquired by any Offshore Partnership Group Member.
Subject to Section 8.4 and except as permitted by Section 4.2, each LNG Partnership Group Member and each Offshore Partnership Group Member shall be prohibited from engaging in or acquiring or investing in any business that owns, operates or charters Crude Oil Assets (each a “Crude Oil Restricted Business”).
Subject to Section 8.4 and except as permitted by Section 2.2, each of the Teekay Entities and the Offshore Partnership Group Members shall be prohibited from engaging in or acquiring or investing in any business that owns, operates or charters LNG Assets (each an “LNG Restricted Business”).
Such general partner interests have been duly authorized and validly issued in accordance with the Agreement of Limited Partnership of National Onshore, as amended (the “National Onshore Partnership Agreement”) and the Agreement of Limited Partnership of National Offshore, as amended (the “National Offshore Partnership Agreement”); and AREP Oil & Gas owns such general partner interests free and clear of all liens, encumbrances, security interests, equities, charges or claims.
McClanahan Trust Leerink Swann Co-Investment Fund, LLC Leerink Swann Holdings, LLC Lehman Brothers Healthcare Venture Capital L.P. Lehman Brothers Offshore Partnership Account 2000/2001, L.P. Lehman Brothers P.A. LLC Lehman Brothers Partnership Account 2000/2001, L.P. Leo J.
CCI Offshore is the sole record and beneficial owner of the Offshore Partnership Interests, free and clear of all Encumbrances, and will transfer and deliver to the Issuer at the Closing valid title to all such Offshore Partnership Interests, free and clear of any Encumbrance.
By: ▇▇▇▇▇▇ Brothers Partnership GP 2000/2001, L.P., its General Partner By: LB I Group Inc., its General Partner By: /s/ ▇▇▇ ▇▇▇▇▇▇▇ Name: ▇▇▇ ▇▇▇▇▇▇▇ Title: Managing Director By: ▇▇▇▇▇▇ Brothers Offshore Partnership GP 2000/2001, L.P., its General Partner By: ▇▇▇▇▇▇ Brothers Offshore Partners Ltd., its General Partner By: /s/ ▇▇▇ ▇▇▇▇▇▇▇ Name: ▇▇▇ ▇▇▇▇▇▇▇ Title: Managing Director The parties have executed this Third Amended and Restated Investors’ Rights Agreement as of the date first above written.