Prior Contribution Agreement definition

Prior Contribution Agreement means that certain Contribution, Conveyance and Assumption Agreement, dated as of February 17, 2016, by and among P66 Company, PDI, the General Partner and the Partnership, as amended (including by Section 8.10 hereof).

Prior Contribution Agreement means that certain Amended and Restated Contribution Agreement, dated as of November 10, 2014, between Antero and MLP, as amended, supplemented or restated from time to time. ROFO Agreement shall have the meaning set forth in the Recitals.

Prior Contribution Agreement means that certain Contribution Agreement dated November 2, 2012 among HOLDINGS, MIDSTREAM, DCP Midstream GP, LP and MLP.

Examples of Prior Contribution Agreement in a sentence

• The Parties further acknowledge that, following the Effective Time, as a result of the transactions consummated pursuant to the Prior Contribution Agreement and to be consummated pursuant to this Agreement, (x) the Partnership Group will own a 100% indirect interest in the Xxxxxx Frac Assets and Xxxxxxx Cavern Assets and (y) for purposes of this Agreement, the Sponsor Entities will no longer be Affiliates of the P66 Parties and will instead be Group Members and part of the Partnership Group.

• Each Party agrees that, because each of the Prior Contribution Agreement and this Agreement provide for the indirect contribution of an interest in the Xxxxxx Frac Assets and the Xxxxxxx Cavern Assets, it is in the best interests of such Party (and the P66 Indemnitees and Partnership Indemnitees, as applicable) to clarify the indemnification rights and obligations (and related covenants) of the Parties with respect to the Prior Contribution Agreement and this Agreement.

• The Parties agree to treat all payments made pursuant to this Article VIII or pursuant to Article VIII of the Prior Contribution Agreement as adjustments to the consideration set forth in Section 2.2 of this Agreement or the Prior Contribution Agreement, as reasonably agreed to between the Parties, for U.S. federal income Tax purposes, except as otherwise required by Law following a final determination by the U.S. Internal Revenue Service or a Governmental Authority with competent jurisdiction.

• Except as specified in Section 6.9, no term, provision or aspect of this Agreement or of any other Transaction Document shall have the effect of terminating, amending, extending, or enlarging or limiting the scope or intent, or of in any manner superseding the Prior Contribution Agreement or the transactions documents executed in connection therewith.

• Pursuant to the Prior Contribution Agreement, MIDSTREAM, through HOLDINGS and GP conveyed 25% of the outstanding membership interests in DCP East Texas Holdings, LLC, a Delaware limited liability company (the “JV”) to MLP.

More Definitions of Prior Contribution Agreement

Prior Contribution Agreement means that certain Contribution Agreement dated May 23, 2007 among HOLDINGS, MIDSTREAM, GP and MLP. “Prior Contribution Agreement Closing Date” shall mean July 1, 2007. “Proceeding” shall mean any action, suit, claim, investigation, review or other judicial or administrative proceeding, at Law or in equity, before or by any Governmental Authority or arbitration or other dispute resolution proceeding. “Qualified Claims” shall have the meaning given such term in Section 10.3(b)(iii). “Real Property Interests” shall have the meaning given such term in the definition of Assets.

Prior Contribution Agreement means that certain Amended and Restated Contribution Agreement, dated as of November 10, 2014, between Antero and MLP, as amended, supplemented or restated from time to time.

Prior Contribution Agreement has the meaning set forth in the recitals hereto.

Prior Contribution Agreement means that certain Contribution Agreement dated November 4, 0000 xxxxxxx XXX XX XXXXX and PARTNERS.

Prior Contribution Agreement means that certain Contribution Agreement dated May 23, 2007 among HOLDINGS, MIDSTREAM, GP and MLP.

Prior Contribution Agreement has the meaning assigned to such term in the preamble.

Prior Contribution Agreement means that certain Contribution Agreement dated November 4, 2010 between DCP SE TEXAS and PARTNERS. “Prior Contribution Agreement Closing Date” shall mean January 1, 2011.