Common use of Contributions and Payments Clause in Contracts

Contributions and Payments. Subject to the terms and conditions of this Agreement, at the Closing, the following contributions, unit issuances and payments shall be made: (a) Each Investor shall contribute to the Company in immediately available funds, to an account designated by the Company to the Investors (which account shall be so designated no later than two Business Days prior to the Closing), the amount set forth opposite such Investor’s name in the column entitled “Cash Investment Amount” on Exhibit F in exchange for the number of GP Units set forth opposite such Investor’s name in the column entitled “GP Units” on Exhibit F. In its capacity as a holder of such GP Units and as a Partner, each Investor shall have the obligations set forth in the Company Partnership Agreement with respect to the contribution of additional capital to the Company, but shall have no other obligation to contribute any additional capital to the Company, except as otherwise expressly provided in the Company Partnership Agreement. (b) Regency HIG shall contribute to the Company, pursuant to the RIGS Assignment and Assumption Agreement, all of the RIGS Interests in exchange for the GP Units set forth opposite Regency HIG’s name in the column entitled “GP Units” on Exhibit F. In its capacity as a holder of such GP Units and as a Partner, Regency HIG shall have no obligation to contribute any additional capital to the Company, except as otherwise expressly provided in the Company Partnership Agreement. (c) The Company shall distribute to Regency HIG in immediately available funds, to an account designated by Regency HIG to the Company (which account shall be so designated no later than two Business Days prior to the Closing), an amount equal to the Regency Closing Payment. To avoid characterization of such distribution as a sale of a portion of the Assets to the Company, Regency HIG shall provide the Management Committee with information reasonably requested by the Management Committee to avoid treating such distribution as part of a sale under Code Section 707.