Conditions to ETP’s Obligations. The obligation of ETP to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions (any or all of which may be waived by ETP in writing, in whole or in part, to the extent permitted by applicable Law): (a) ETE shall have performed and complied in all material respects with the covenants and agreements contained in this Agreement that are required to be performed and complied with by ETE on or prior to the Closing Date; (b) each of the representations and warranties of ETE contained in Article II shall be true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of the Closing Date; (c) the Assignment Transactions shall have been completed; (d) ETP shall have received, directly or indirectly, a distribution from Trunkline in an amount equal to the total payments received by Trunkline from BG LNG Services pursuant to any of the agreements listed on Schedule 3.7 hereto with respect to services provided for any period up to and including December 31, 2013; and (e) ETE shall have executed and delivered the closing deliverables described in Section 1.7.
Appears in 1 contract
Sources: Redemption and Transfer Agreement (Energy Transfer Equity, L.P.)
Conditions to ETP’s Obligations. The obligation of ETP to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions (any or all of which may be waived by ETP in writing, in whole or in part, to the extent permitted by applicable Law):
(a) each of the ETE Parties shall have performed and complied in all material respects with the covenants and agreements contained in this Agreement that are required to be performed and complied with by such ETE Party on or prior to the Closing Date;
(b) each of the representations and warranties of the ETE Parties contained in Article II shall be true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of the Closing Date;
(c) the Assignment Transactions shall have been completed;
(d) ETP shall have received, directly or indirectly, a distribution from Trunkline in an amount equal to the total payments received by Trunkline from BG LNG Services pursuant to any each of the agreements listed on Schedule 3.7 hereto with respect to services provided for any period up to and including December 31, 2013; and
(e) ETE Parties shall have executed and delivered the closing deliverables described in Section 1.71.5; and
(d) ETE shall have paid to ETP at or before the Closing an amount in cash equal to ETE’s 60% share of the Trunkline option payment and ETE’s 60% share of any other development expenses incurred prior to November 17, 2014 related to the ▇▇▇▇▇▇ Pipeline Project and previously funded by ETP to the extent such amounts have not previously been reimbursed to ETP (the “ETP Reimbursement Amount”).
Appears in 1 contract
Sources: Exchange and Repurchase Agreement (Energy Transfer Partners, L.P.)
Conditions to ETP’s Obligations. The obligation of ETP to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions (any or all of which may be waived by ETP in writing, in whole or in part, to the extent permitted by applicable Law):
): (a) ETE shall have performed and complied in all material respects with the covenants and agreements contained in this Agreement that are required to be performed and complied with by ETE on or prior to the Closing Date;
; (b) each of the representations and warranties of ETE contained in Article II shall be true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of the Closing Date;
; (c) the Assignment Transactions shall have been completed;
; (d) ETP shall have received, directly or indirectly, a distribution from Trunkline in an amount equal to the total payments received by Trunkline from BG LNG Services pursuant to any of the agreements listed on Schedule 3.7 hereto with respect to services provided for any period up to and including December 31, 2013; and
and (e) ETE shall have executed and delivered the closing deliverables described in Section 1.7.
Appears in 1 contract
Sources: Redemption and Transfer Agreement