Contribution of Contributed Interests. Each of the Contributors irrevocably agrees to contribute, transfer and assign at Closing (as defined herein) the Contributed Interests set forth opposite such Contributor’s name on Exhibit A hereto, together with any other interests such Contributor may have in any of the Contributed Entities and any other properties or entities being acquired by the Operating Partnership as described in the Confidential Private Placement Memorandum for the Offering of Limited Partnership Interests of the Operating Partnership dated January 16, 2013 (the “PPM”), to the Operating Partnership, and the Operating Partnership agrees to accept transfer of the Contributed Interests and any such other interests pursuant to the terms and subject to the conditions set forth in this Agreement. The Contributed Interests shall be transferred to the Operating Partnership free and clear of all liens, encumbrances, security interests, pledges, voting agreements, prior assignments or conveyances, conditions, restrictions, claims, and any other matters affecting title thereto.
Contribution of Contributed Interests. Contributor irrevocably agrees to contribute, transfer and assign at the Closing (as defined in Section 6.1 hereof) the Contributed Interests, together with any other interests such Contributor may have in any of the Contributed Entities, and the Operating Partnership agrees to accept transfer of the Contributed Interests and any such other interests pursuant to the terms and subject to the conditions set forth in this Agreement. The Contributed Interests shall be transferred to the Operating Partnership free and clear of all Liens (as defined in Section 1.5 hereof), encumbrances, security interests, pledges, voting agreements, prior assignments or conveyances, conditions, restrictions, claims, and any other matters affecting title thereto.
Contribution of Contributed Interests. At the Closing and subject to the terms and conditions contained in this Agreement, the Contributors shall contribute, transfer, assign, convey and deliver to the Operating Partnership, and the Operating Partnership shall acquire and accept, all right, title and interest held by the applicable Contributor in the Contributed Interests (other than Excluded Assets) directly, free and clear of all Liens.
Contribution of Contributed Interests. Contributor irrevocably agrees to contribute, transfer and assign at the Closing (as defined in Section 6.1 hereof) the Contributed Interests, together with any other interests such Contributor may have in the Contributed Entity, and the Operating Partnership agrees to accept transfer of the Contributed Interests and any such other interests pursuant to the terms and subject to the conditions set forth in this Agreement. The Contributed Interests shall be transferred to the Operating Partnership free and clear of all Liens (as defined in Section 1.5 hereof).
Contribution of Contributed Interests. Subject to the express terms and conditions hereof, at the Closing, Transferor shall contribute, convey, assign, transfer, and deliver the Contributed Interests to Enviva, LP and Transferee shall cause Enviva, LP to acquire and accept the Contributed Interests, in exchange for the consideration set forth in Section 2.2.
Contribution of Contributed Interests. The Contributors agree to contribute and transfer the Contributed Interests to the Acquirer, and the Acquirer agrees to accept transfer of the Contributed Interests pursuant to the terms and conditions set forth in this Agreement. The Contributed Interests shall be transferred to the Acquirer free and clear of all liens, encumbrances, security interests, prior assignments or conveyances, conditions, restrictions, claims, and other matters affecting title thereto.
Contribution of Contributed Interests. (a) At the Closing, upon the terms and subject to the conditions set forth in this Agreement, SE Transmission shall contribute to Spectra MLP, and Spectra MLP shall accept from SE Transmission, the SET Contributed Interests, free and clear of any Liens other than transfer restrictions imposed thereon by securities Laws.
Contribution of Contributed Interests. Subject to the express terms and conditions hereof, at the Closing, Transferor shall contribute, convey, assign, transfer, and deliver the Contributed Interests to Transferee, whereupon Transferee shall immediately contribute, convey, assign, transfer, and deliver (a) 99.999% of the Contributed Interests to Enviva, LP, and (b) 0.001% of the Contributed Interests to Enviva GP, LLC, and immediately upon receipt thereof, Enviva GP, LLC shall contribute 0.001% of the Contributed Interests to Enviva, LP, in exchange for the consideration set forth in Section 2.2.
Contribution of Contributed Interests. At the Closing, upon the terms and subject to the conditions set forth in this Agreement, MLP GP shall contribute to Spectra MLP, and Spectra MLP shall accept from MLP GP, the Contributed Interests, free and clear of any Liens other than transfer restrictions imposed thereon by securities Laws.
Contribution of Contributed Interests. At the Closing and subject to the terms and conditions contained in this Agreement, the Malkin Family Contributors shall contribute, transfer, assign, convey and deliver to the Operating Partnership, and the Operating Partnership shall acquire and accept, all right, title and interest held by the applicable Malkin Family Contributor in the Contributed Interests (other than Excluded Assets) directly, free and clear of all Liens.
