Common use of Conditions to the Obligations of the Underwriters Clause in Contracts

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties contained herein as of the Applicable Time and each Closing Date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties contained herein as of the Applicable Time and each Closing Date pursuant to Section 3 2 hereof, to the accuracy of the statements of the Teekay Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Partnership Parties contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Partnership Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Partnership Parties of their respective obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Underwritten Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties Partnership contained herein as of the Applicable Time Execution Time, the Closing Date and each any Option Closing Date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Parties Partnership made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Parties Partnership of their its obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties Partnership contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Parties Partnership made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Parties Partnership of their its obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Underwritten Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties Company contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Vanguard Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Vanguard Parties of their respective obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Optional Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties Company contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Parties Company made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Parties Company of their its obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Underwritten Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties Company contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Vanguard Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Vanguard Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units Securities and the Option UnitsSecurities, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties contained herein as of the Applicable Time Execution Time, the Closing Date and each any Option Closing Date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties contained herein as of the Applicable Time and each Time, the Closing Date pursuant to Section 3 hereofand any Option Closing Date, to the accuracy of the statements of the Teekay Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Partnership Parties contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Partnership Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by each of the Teekay Partnership Parties of their its respective obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Tesoro Parties contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Tesoro Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Tesoro Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay TCP Parties contained herein as of the Applicable Time and each Time, the Closing Date pursuant to Section 3 hereofand, if applicable, the Option Closing Date, to the accuracy of the statements of the Teekay TCP Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay TCP Parties of their respective obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Partnership Parties contained herein as of the Applicable Time and each of Sale, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Partnership Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Partnership Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay NRP Parties contained herein as of the Applicable Time and each Time, the Closing Date pursuant to Section 3 hereofand, if applicable, any Option Closing Date, to the accuracy of the statements of the Teekay NRP Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay NRP Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Enterprise Parties contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Enterprise Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Enterprise Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Spectra Parties contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Spectra Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Spectra Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties contained herein as of the Applicable Time Execution Time, the Closing Date and each any Option Closing Date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Partnership Parties contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Parties General Partner or the Partnership made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Partnership Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Underwritten Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Vanguard Parties contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Vanguard Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Vanguard Parties and Nami of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may beif any, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Partnership Parties contained herein as of the Applicable Time and each Execution Time, the Closing Date pursuant to Section 3 hereofand any settlement date, to the accuracy of the statements of the Teekay Parties General Partner or the Partnership made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Partnership Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of each of the Teekay Partnership Parties contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Partnership Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by each of the Teekay Parties Partnership Entities of their its respective obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay SemGroup Parties contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 4 hereof, to the accuracy of the statements of the Teekay SemGroup Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay SemGroup Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Company Parties contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Company Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Company Parties of their respective obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units Securities and the Option UnitsSecurities, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties contained herein as of the Applicable Time Execution Time, the Closing Date and each any Option Closing Date pursuant to Section 3 4 hereof, to the accuracy of the statements of the Teekay Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties contained herein as of the Applicable Time and each the Closing Date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Company Parties contained herein as of the Applicable Execution Time and each the Closing Date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Company Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Company Parties of their respective obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay OCI Parties contained herein as of the Applicable Time and each Execution Time, the Closing Date pursuant to Section 3 hereofand any settlement date, to the accuracy of the statements of the Teekay OCI Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay OCI Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties contained herein as of the Applicable Time Time, the Closing Date and each any Option Closing Date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties contained herein as of TEPPCO Entities on the Applicable Time date hereof and each on the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Parties Partnership and the officers of the General Partner made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Parties Partnership of their its obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties Partnership contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Parties Partnership and the officers of the General Partner made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Parties Partnership of their its obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The several obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Partnership Parties contained herein as of the Applicable Time and each Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Partnership Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Partnership Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units Initial Notes and the Option UnitsNotes, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties contained herein as of the Applicable Time and each Time, the Closing Date pursuant to Section 3 hereofand any Option Closing Date, to the accuracy of the statements of the Teekay Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Partnership Parties contained herein as of the Applicable Time and each Execution Time, the Closing Date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Partnership Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Partnership Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Partnership Parties and Golar contained herein as of the Applicable Execution Time and each the Closing Date pursuant to Section 3 4 hereof, to the accuracy of the statements of the Teekay Partnership Parties and Golar made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Partnership Parties and Golar of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the any Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Partnership Parties contained herein as of the Applicable Time and each Closing Delivery Date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Partnership Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Partnership Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Partnership Parties contained herein as of the Applicable Time and each Execution Time, the Closing Date pursuant to Section 3 hereofand any settlement date, to the accuracy of the statements of the Teekay Partnership Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Partnership Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Golar Parties contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Golar Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Golar Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Underwritten Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties Partnership contained herein as of the Applicable Time Execution Time, the Closing Date and each any Option Closing Date pursuant to Section 3 hereof, to 20 the accuracy of the statements of the Teekay Parties Partnership made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Parties Partnership of their its obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Partnership Parties contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Partnership Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Partnership Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Partnership Parties and Golar contained herein as of the Applicable Time and each Execution Time, the Closing Date pursuant to Section 3 4 hereof, to the accuracy of the statements of the Teekay Partnership Parties and Golar made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Partnership Parties and Golar of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Partnership Parties contained herein as of the Applicable Execution Time and each the Closing Date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Partnership Parties made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Partnership Parties of their obligations hereunder and to the following additional conditions:

Conditions to the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Firm Units and the Option Units, as the case may be, shall be subject to the accuracy of the representations and warranties on the part of the Teekay Parties Shipping Entities contained herein as of the Applicable Time and each Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Teekay Parties Shipping Entities made in any certificates delivered pursuant to the provisions hereof, to the performance by the Teekay Parties Shipping Entities of their obligations hereunder and to the following additional conditions: