Spectra DEFS definition
Examples of Spectra DEFS in a sentence
Spectra DEFS Holding is the record and beneficial owner of, and has good and valid title to, the Enbridge DCP LLC Interests, and Enbridge GOH Holdings is the record and beneficial owner of, and has good and valid title to, the Enbridge GOH Interests, in each case, free and clear of all Encumbrances (other than those arising pursuant to this Agreement, applicable federal or state securities Laws or the Organizational Documents of DCP LLC or GOH, as applicable).
At the Effective Time, (i) the certificate of formation of DCP LLC, as in effect immediately prior to the Effective Time, shall become the certificate of formation of Merged LLC, (ii) the Merged LLC JV Agreement shall become the limited liability company agreement of Merged LLC, and (iii) Spectra DEFS Holding and PGC shall each continue as members of Merged LLC in accordance with, and subject to the rights and obligations of, the Merged LLC JV Agreement.
PGC and Spectra DEFS desire to amend and restate the Second Restated Agreement in its entirety in order to, among other things, (a) create two classes of Membership Interests, (b) provide for the governance, management and operation of the Company and (c) set forth the respective rights and obligations of the Members with respect to the Company, in each case effective as of the Effective Date.