Pipelines Agreements Sample Clauses

Pipelines Agreements. Notwithstanding the fact that neither HEP nor Beneficiary is a party to the Pipelines Agreement in effect as of the date of this Deed of Trust, for the purpose of this Deed of Trust, (a) HEP agrees to be bound by the terms of the Pipelines Agreement as if HEP were a Partnership Entity under the Pipelines Agreement, and (b) by accepting this Deed of Trust, Beneficiary agrees to be bound by the terms of the Pipelines Agreement as if Beneficiary were a Xxxxx Entity under the Pipelines Agreement. HEP acknowledges, and by accepting this Deed of Trust Beneficiary acknowledges, that (i) each of the Partnership Entities is a wholly-owned subsidiary of HEP, (ii) each of the Xxxxx Entities is a wholly-owned subsidiary of Beneficiary, and (iii) the Pipelines Agreement governs the operation of the Pipelines that constitute a portion of the collateral under this Deed of Trust, and, as a result, both HEP and Beneficiary will receive substantial benefit in connection with the Pipelines Agreement. WITNESS THE EXECUTION HEREOF as of the date first above written. HEP PIPELINE, L.L.C. By: XXXXX ENERGY PARTNERS — OPERATING, L.P., its sole member By: HEP LOGISTICS GP, L.L.C., its general partner By: XXXXX ENERGY PARTNERS, L.P., its sole member By: HEP LOGISTICS HOLDINGS, L.P., its general partner By: XXXXX LOGISTIC SERVICES, L.L.C., its general partner By: Xxxxx X. Xxxxx, Senior Vice President EMPLOYER IDENTIFICATION NUMBER OF HEP PIPELINE: 00-0000000 ORGANIZATIONAL NUMBER OF HEP PIPELINE: 3814278 Signature Pages — Subordinated Mortgage (Xxxxxx) XXXXX ENERGY PARTNERS, L.P. By: HEP LOGISTICS HOLDINGS, L.P., its general partner By: XXXXX LOGISTIC SERVICES, L.L.C., its general partner By: Xxxxx X. Xxxxx, Senior Vice President EMPLOYER IDENTIFICATION NUMBER OF HEP: 00-0000000 ORGANIZATIONAL NUMBER OF HEP: 3743531 Signature Pages — Subordinated Mortgage (Xxxxxx) THE STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on , 2009, by Xxxxx X. Xxxxx, Senior Vice President of Xxxxx Logistic Services, L.L.C., a Delaware limited liability company, general partner of HEP Logistics Holdings, L.P., a Delaware limited partnership, general partner of Xxxxx Energy Partners, L.P., a Delaware limited partnership, sole member of HEP Logistics GP, L.L.C., a Delaware limited liability company, general partner of Xxxxx Energy Partners — Operating, L.P., a Delaware limited partnership, sole member of HEP Pipeline, L.L.C., a Delaware limited liability company, on behalf of ...
Sample 1
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Pipelines Agreements. Notwithstanding the fact that neither HEP nor Xxxxx is a party to the Pipelines Agreement in effect as of the date of this Agreement, for the purpose of this Agreement, (a) HEP agrees to be bound by the terms of the Pipelines Agreement as if HEP were a Partnership Entity under the Pipelines Agreement, and (b) Xxxxx agrees to be bound by the terms of the Pipelines Agreement as if Xxxxx were a Xxxxx Entity under the Pipelines Agreement. HEP and Xxxxx acknowledge that (i) each of the Partnership Entities is a wholly-owned subsidiary of HEP, (ii) each of the Xxxxx Entities is a wholly-owned subsidiary of Xxxxx, and (iii) the Pipelines Agreement governs the operation of the pipelines that constitute a portion of the collateral under the Xxxxx Mortgage, and, as a result, both HEP and Xxxxx will receive substantial benefit in connection with the Pipelines Agreement. [REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK.]
Sample 1

Related to Pipelines Agreements

  • Sales Agreements Distributor is hereby authorized to enter into separate written agreements, on such terms and conditions as Distributor may determine not inconsistent with this Agreement, with one or more organizations which agree to participate in the distribution of Contracts. Such organizations (hereafter "Broker") shall be both registered as a broker/dealer under the Securities Exchange Act and a member of NASD. Broker and its agents or representatives soliciting applications for Contracts shall be duly and appropriately licensed, registered or otherwise qualified for the sale of such Contracts (and the riders and other policies offered in connection therewith) under the insurance laws and any applicable blue-sky laws of each state or other jurisdiction in which the Company is licensed to sell the Contracts. Distributor shall have the responsibility for ensuring that Broker supervises its representatives. Broker shall assume any legal responsibilities of Company for the acts, commissions or defalcations of such representatives insofar as they relate to the sale of the Contracts. Applications for Contracts solicited by such Broker through its agents or representatives shall be transmitted directly to the Company, and if received by Distributor, shall be forwarded to Company. All premium payments under the Contracts shall be made by check to Company and, if received by Distributor, shall be held at all times in a fiduciary capacity and remitted promptly to Company.

  • Existing Agreements The Executive represents to the Company that he is not subject or a party to any employment or consulting agreement, non-competition covenant or other agreement, covenant or understanding which might prohibit him from executing this Agreement or limit his ability to fulfill his responsibilities hereunder.

  • Services Agreements For at least the first twelve (12) months after Closing, the Parties agree that all research, development, and regulatory activities to be performed under the Work Plan (which will be agreed upon in accordance with the Operating Agreement of the Company) shall be conducted by the Parties as in-kind contributions to the Company, except as otherwise provided in the Operating Agreement. Such activities shall be performed pursuant to a services agreement between each of the Parties and the Company, which services agreements shall be included in the Future Related Agreements. *** Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.

  • Supply Agreements For a period of three years from the consummation of the IPO, Odetics shall not unilaterally terminate or assign its guarantee obligation with respect to any supply agreement pursuant to which it has guaranteed the performance by ATL of ATL's obligations, unless such suppliers have consented to the termination or assignment of such guarantee.

  • Operating Agreements The Partnership has performed all of its obligations under each of the Operating Agreements and no fact or circumstance has occurred which, by itself or with the passage of time or the giving of notice or both, would constitute a material default under any of the Operating Agreements. The Partnership shall not enter into any new management agreement, maintenance or repair contract, supply contract, lease in which it is lessee or other agreements with respect to the Property, nor shall the Partnership enter into any agreements modifying the Operating Agreements, unless (a) any such agreement or modification will not bind the Acquiror or the Property after the date of Closing or (b) the Contributors have obtained the Acquiror's prior written consent to such agreement or modification, which consent shall not be unreasonably withheld or delayed.

  • Service Agreements Manager shall negotiate and execute on behalf of Owner such agreements which Manager deems necessary or advisable for the furnishing of utilities, services, concessions and supplies, for the maintenance, repair and operation of the Property and such other agreements which may benefit the Property or be incidental to the matters for which Manager is responsible hereunder.

  • Financing Agreements Tenant shall not enter into, execute or deliver any financing agreement that can be considered as having priority to any mortgage or deed of trust that Landlord may have placed upon the Leased Premises.

  • Support Agreements Each member of the Seller Board shall have executed and delivered to Buyer a Support Agreement in the form attached as Exhibit A.

  • Acquisition Agreements If the Equipment is subject to any Acquisition Agreement, Lessee, as part of this lease, transfers and assigns to Lessor all of its rights, but none of its obligations (except for Lessee's obligation to pay for the Equipment conditioned upon Lessee's acceptance in accordance with Paragraph 6), in and to the Acquisition Agreement, including but not limited to the right to take title to the Equipment. Lessee shall indemnify and hold Lessor harmless in accordance with Paragraph 19 from any liability resulting from any Acquisition Agreement as well as liabilities resulting from any Acquisition Agreement Lessor is required to enter into on behalf of Lessee or with Lessee for purposes of this lease.

  • Customer Agreements In addition to other provisions hereof, MBC ------------------- shall not distribute any Cooperative Application or MBC Product to any Person unless MBC shall have first notified and required such Person to execute a customer agreement: (i) provided by InterTrust; or (ii) provided by MBC that (a) has been previously approved in writing by InterTrust and (b) is in accordance with the terms of this Section 6.2 (the "Customer Agreement"). The ------------------ terms of such Customer Agreement relating to InterTrust Technology may be amended from time to time by InterTrust as may be reasonably necessary to protect InterTrust's rights hereunder, but solely for subsequent executions of such Customer Agreement and as herein provided. The Customer Agreement shall contain, at minimum and as relevant hereunder, terms that: (1) notify MBC customers of the restrictions on MBC's rights with respect to performing Clearinghouse Functions, granting sublicenses, and otherwise restricting the rights of such customers with respect to use of the MBC Product or Cooperative Application, as applicable, especially the InterTrust Technology incorporated therein; (2) prohibit customers from disassembling, modifying or reverse engineering any portion of the InterTrust Technology incorporated in the MBC Product or Cooperative Application; (3) stipulate that such customer has no right to use the MBC Product or Cooperative Application to engage in or perform any Clearinghouse Functions whatsoever without InterTrust's express authorization pursuant to a written license agreement directly between such customer and InterTrust; (4) prohibit such customer from using the Cooperative Application or MBC Product to make and/or exploit any commercial product other than a Vertical Application; (5) provide that the Customer Agreement is to and for InterTrust's benefit and may be enforced by InterTrust at its discretion; and (6) contain such other provisions as stipulated herein. MBC agrees that to the extent any form of Customer Agreement might be deemed to be unenforceable or otherwise ineffective in any jurisdiction, MBC shall substitute other forms of Customer Agreements, or take other actions, as reasonably specified by InterTrust, including, for example, specifying other generally accepted, legally effective forms of Customer Agreement, if such exists for a given jurisdiction, in order to provide InterTrust with legally enforceable protection contemplated hereunder, including protection against implied licenses and claims of patent exhaustion relating to InterTrust Technology. MBC agrees and acknowledges that MBC's performance of its obligations hereunder is necessary for InterTrust to adequately protect its Intellectual Property Rights made available hereunder, and such performance shall constitute a condition precedent to the licenses granted under Article 5 hereof.

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