Common use of Issuance of Common Units Clause in Contracts

Issuance of Common Units. Upon due exercise of Warrants evidenced by any Warrant Statement in conformity with the foregoing provisions of Section 3.2(c), the Warrant Agent shall, when actions specified in Section 3.2(c)(i) have been effected and any payment specified in Section 3.2(c)(ii) is received (as promptly confirmed in writing by the Company), deliver to the Company the Exercise Form received pursuant to Section 3.2(c)(i), deliver or deposit all funds, in accordance with Section 3.3, received as instructed in writing by the Company and advise the Company by telephone at the end of such day of the amount of funds so deposited to its account. The Company shall thereupon, as promptly as practicable, and in any event within two (2) Business Days after the Exercise Date referred to below, (i) determine the number of Common Units issuable pursuant to exercise of such Warrants (and, if Cashless Exercise applies, in accordance with Section 3.7) and (ii) (x) in the case of exercise of Warrants evidenced by a Global Warrant Certificate, deliver or cause to be delivered to the Recipient (as defined below) in accordance with the Applicable Procedures for Common Units in book-entry form to be so held through the facilities of DTC in an amount equal to, or, if the Common Units may not then be held in book-entry form through the facilities of DTC, Common Units in book entry form in an amount equal to, or duly executed certificates representing, or (y) in the case of exercise of Warrants evidenced by Warrant Statements, execute or cause to be executed and deliver or cause to be delivered to the Recipient (as defined below) Common Units in book entry form in an amount equal to, or a certificate or certificates representing, in case of (x) and (y), the aggregate number of Common Units issuable upon such exercise (based upon the aggregate number of Warrants so exercised), as so determined, together with an amount in cash in lieu of any fractional Common Unit(s), if the Company so elects pursuant to Section 5.2. The Common Units in book-entry form or certificate or certificates representing Common Units so delivered shall be, to the extent possible, in such denomination or denominations as such Holder shall request in the applicable Exercise Form and shall be registered or otherwise placed in the name of, and delivered to, the Holder or, subject to Section 3.4, such other Person as shall be designated by the Holder in such Exercise Form (the Holder or such other Person being referred to herein as the “Recipient”).

Issuance of Common Units. Upon due exercise of Warrants evidenced by any Warrant Statement in conformity (a) Concurrently with the foregoing provisions of Section 3.2(c)Closing, the Warrant Agent shallCompany shall (and the Parties shall cause the Company to) issue a number of common units in the Company (the “Common Units”) to each of MOI and SLH, when actions specified in as applicable, determined as follows: (i) with respect to MOI, the Company shall issue to MOI an aggregate number of Common Units (rounded to the nearest whole Common Unit, if necessary) representing the same percentage of the total issued and outstanding Common Units (immediately after giving effect to the issuances contemplated by this Section 3.2(c)(i2.6) have been effected as the percentage obtained by dividing (A) the MOI Contributed Value by (B) the Aggregate Contributed Value; and (ii) with respect to SLH, the Company shall issue to SLH an aggregate number of Common Units (rounded to the nearest whole Common Unit, if necessary) representing the same percentage of the total issued and any payment specified in outstanding Common Units (immediately after giving effect to the issuances contemplated by this Section 3.2(c)(ii2.6) is received as the percentage obtained by dividing (as promptly confirmed in writing A) the SLH Contributed Value by (B) the Company)Aggregate Contributed Value. (b) At least three (3) Business Days prior to the Closing Date, SLH shall deliver to the Company the Exercise Form received pursuant to Section 3.2(c)(i)MOI its good faith written determination, deliver or deposit all funds, calculated in accordance with the policies and procedures set forth in the example statement of Common Units and Aggregate Contributed Value exchanged by, or on behalf of, the Parties on the date hereof by email with the subject line “Example Statement – Section 3.32.6(b)” (the “Example Statement”), received as instructed in writing by the Company and advise the Company by telephone at the end of such day of the amount of funds so deposited to its account. The Company shall thereupon, as promptly as practicable, and in any event within two (2) Business Days after the Exercise Date referred to below, (i) determine the number of Common Units issuable pursuant to exercise be issued by the Company to each of such Warrants (and, if Cashless Exercise applies, MOI and SLH in accordance with Section 3.72.6(a) and (ii) the Aggregate Contributed Value and each of its component parts, including (xA) in the case of exercise of Warrants evidenced by a Global Warrant Certificate, deliver or cause to be delivered estimated Closing Net Working Capital contributed to the Recipient Company by each of SLH and MOI, (as defined belowB) in accordance with the Applicable Procedures for Common Units in book-entry form to be so held through estimated amount of FGL Impairment Charges, (C) the facilities estimated amount of DTC in an SLH Bareboat Payments, (D) the estimated amount equal to, or, if the Common Units may not then be held in book-entry form through the facilities of DTC, Common Units in book entry form in an amount equal to, or duly executed certificates representing, or (y) in the case of exercise of Warrants evidenced by Warrant Statements, execute or cause to be executed and deliver or cause to be delivered to the Recipient (as defined below) Common Units in book entry form in an amount equal to, or a certificate or certificates representing, in case of (x) Closing Indebtedness and (y)E) the estimated amount of the Voluntary Loan Amounts, the aggregate number of Common Units issuable upon such exercise (based upon the aggregate number of Warrants so exercised)along with reasonable supporting information, documentation and calculations. MOI shall cooperate with SLH and provide SLH access to MOI’s and its Subsidiaries’ and Affiliates’ books, records and employees as so determinedare reasonably requested by SLH, together with an amount in cash in lieu of any fractional Common Unit(s), if the Company so elects pursuant to Section 5.2. The Common Units in book-entry form or certificate or certificates representing Common Units so delivered shall be, and to the extent possiblenecessary, in each case, to enable SLH to complete and confirm the estimated calculations described in this Section 2.6, and, following such denomination or denominations as delivery of SLH’s written determination, SLH shall cooperate with MOI in responding to any questions by MOI regarding such Holder shall request in written determination. (c) For the applicable Exercise Form and shall be registered or otherwise placed in the name of, and delivered toavoidance of doubt, the Holder orParties agree that, subject following Closing, (i) MOI shall not be liable for any Voluntary Loan Amounts and (ii) any such Voluntary Loan Amounts shall not be due to Section 3.4, such other Person as shall be designated by the Holder in such Exercise Form (the Holder or such other Person being referred to herein as the “Recipient”)SLBO.