Common use of Mutual Conditions Clause in Contracts

Mutual Conditions. The respective obligation of each Party to consummate the purchase and issuance and sale of the Purchased Units 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 a particular Party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (i) no Law shall have been enacted or promulgated, and no action shall have been taken, by any Governmental Authority of competent jurisdiction which temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement or makes the transactions contemplated by this Agreement illegal; (ii) there shall not be pending any Action by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement; and (iii) the Purchased Units shall have been approved for listing on the NYSE, subject to notice of issuance.

Appears in 5 contracts

Sources: Common Unit Purchase Agreement, Common Unit Purchase Agreement (NGL Energy Partners LP), Common Unit Purchase Agreement (Rose Rock Midstream, L.P.)

Mutual Conditions. The respective obligation of each Party to consummate the purchase and issuance and sale of the Purchased Units 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 a particular Party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (i) no Law shall have been enacted or promulgated, and no action shall have been taken, by any Governmental Authority of competent jurisdiction which temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement or makes the transactions contemplated by this Agreement illegal; (ii) there shall not be pending any Action by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement; and (iii) the Purchased Units Atlas shall have been approved for listing consummated the Acquisition substantially on the NYSE, subject terms set forth in the Acquisition Agreement executed on the date hereof (without giving effect to notice the waiver of issuanceany material conditions by Atlas thereunder).

Appears in 3 contracts

Sources: Class D Preferred Unit Purchase Agreement (Atlas Pipeline Partners Lp), Class D Preferred Unit Purchase Agreement (Atlas Pipeline Partners Lp), Common Unit Purchase Agreement (Atlas Resource Partners, L.P.)

Mutual Conditions. The respective obligation of each Party to consummate the purchase and issuance and sale of the Purchased Units 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 a particular Party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (i) no Law shall have been enacted or promulgated, and no action shall have been taken, by any Governmental Authority of competent jurisdiction which temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement or makes the transactions contemplated by this Agreement illegal; (ii) there shall not be pending any Action by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement; and (iii) the Purchased Units Atlas Pipeline Partners shall have been approved for listing consummated the Acquisition substantially on the NYSE, subject terms set forth in the Anadarko Agreements executed on the date hereof (without giving effect to notice the waiver of issuanceany material conditions by Atlas Pipeline Partners thereunder).

Appears in 2 contracts

Sources: Common Unit Purchase Agreement (Atlas Pipeline Holdings, L.P.), Common Unit Purchase Agreement (Atlas Pipeline Holdings, L.P.)

Mutual Conditions. The respective obligation obligations of each Party party to consummate the purchase and issuance and sale of the Purchased Units 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 a particular Party party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (ia) no No Law shall have been enacted or promulgated, and no action shall have been taken, by any Governmental Authority of competent jurisdiction which that temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement or makes the transactions contemplated by this Agreement hereby illegal; (iib) there There shall not be pending any Action suit, action or proceeding by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement; and (iiic) No stop order suspending the Purchased Units effectiveness of the Registration Statement or any part thereof shall have been approved issued, and no proceedings for listing on the NYSE, subject to notice of issuancethat purpose shall have been instituted or threatened by any governmental agency.

Appears in 2 contracts

Sources: Common Unit Purchase Agreement (Teekay Offshore Partners L.P.), Common Unit Purchase Agreement

Mutual Conditions. The respective obligation obligations of each Party party to consummate the purchase and issuance and sale of the Purchased Units 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 a particular Party party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (ia) no No Law shall have been enacted or promulgated, and no action shall have been taken, by any Governmental Authority of competent jurisdiction which that temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement hereby or makes the transactions contemplated by this Agreement hereby illegal; (iib) there There shall not be pending any Action suit, action or proceeding by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement; and (iiic) The closing of the Purchased Units transactions contemplated by the Contribution Agreement shall have been approved for listing on occurred, or shall occur concurrently with the NYSE, subject to notice of issuanceClosing.

Appears in 2 contracts

Sources: Common Unit Purchase Agreement (Noble Midstream Partners LP), Common Unit Purchase Agreement (Noble Midstream Partners LP)

Mutual Conditions. The respective obligation of each Party to consummate the purchase and issuance and sale of the Purchased Units 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 a particular Party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (i) no Law shall have been enacted or promulgated, and no action shall have been taken, by any Governmental Authority of competent jurisdiction which temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement or makes the transactions contemplated by this Agreement illegal; (ii) there shall not be pending any Action by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement; and (iii) the Purchased Units shall have been approved for listing on the NYSENasdaq, subject to notice of issuance.

Appears in 1 contract

Sources: Unit Purchase Agreement (Rio Vista Energy Partners Lp)

Mutual Conditions. The respective obligation obligations of each Party party to consummate the purchase and issuance and sale of the Purchased Units Shares 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 a particular Party party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (ia) no Law shall have been enacted or promulgated, and no action or order shall have been takentaken or given, by any Governmental Authority of competent jurisdiction which that temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement hereby or makes the transactions contemplated by this Agreement hereby illegal; (iib) there shall not be pending any Action suit, action or proceeding by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement; and (iiic) the Purchased Units NYSE shall have been approved for listing on the NYSEauthorized, subject to upon official notice of issuance, the listing of the Common Stock issuable upon conversion of the Series G Stock.

Appears in 1 contract

Sources: Share Purchase Agreement (Tsakos Energy Navigation LTD)

Mutual Conditions. The respective obligation of each Party to consummate the purchase and issuance and sale of the Purchased Common Units 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 a particular Party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (i) no Law shall have been enacted or promulgated, and no action shall have been taken, by any Governmental Authority of competent jurisdiction which temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement or makes the transactions contemplated by this Agreement illegal; (ii) there shall not be pending any Action by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement; and (iii) the Purchased Units Constellation Energy shall have been approved for listing consummated the Newfield Acquisition substantially on the NYSE, subject terms set forth in the Newfield Acquisition Agreement executed on the date hereof (without giving effect to notice the waiver of issuanceany material conditions by Constellation Energy thereunder).

Appears in 1 contract

Sources: Common Unit Purchase Agreement (Constellation Energy Partners LLC)

Mutual Conditions. The respective obligation of each Party to consummate the purchase and issuance and sale of the Purchased Units 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 a particular Party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (i) no Law shall have been enacted or promulgated, and no action shall have been taken, by any Governmental Authority of competent jurisdiction which temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement or makes the transactions contemplated by this Agreement illegal; (ii) there shall not be pending any Action by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement; and (iii) the Purchased Units Partnership shall have been approved for listing concurrently closed the Drop Down, substantially on the NYSE, subject to notice of issuanceterms set forth in the Contribution Agreement.

Appears in 1 contract

Sources: Common Unit Purchase Agreement (Universal Compression Partners, L.P.)

Mutual Conditions. The respective obligation obligations of each Party party to consummate the purchase and issuance and sale of the Purchased Units 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 a particular Party party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (ia) no Law shall have been enacted or promulgated, and no action shall have been taken, by any Governmental Authority of competent jurisdiction which that temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement hereby or makes the transactions contemplated by this Agreement hereby illegal; (ii) there shall not be pending any Action by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement; and (iiib) the Purchased Units closing of the Acquisition shall have occurred, or shall occur concurrently with the Closing, in accordance with the terms and conditions of the Acquisition Agreement, without any material amendment, modification or waiver of such terms and conditions that has not been approved for listing on the NYSE, subject to notice of issuancein writing by Purchaser.

Appears in 1 contract

Sources: Class B Unit Purchase Agreement (Penn Virginia Resource Partners L P)

Mutual Conditions. The respective obligation of each Party to consummate the purchase and issuance and sale of the Purchased Units 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 a particular either Party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (i) no Law shall have been enacted or promulgated, and no action shall have been taken, by any Governmental Authority of competent jurisdiction which temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement or makes the transactions contemplated by this Agreement illegal; (ii) there shall not be pending any Action by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement; and (iii) the Purchased Units The Distribution shall have been approved for listing consummated substantially on the NYSE, subject to notice of issuanceterms set forth in the Separation and Distribution Agreement.

Appears in 1 contract

Sources: Series a Preferred Unit Purchase Agreement (Atlas Energy Group, LLC)

Mutual Conditions. The respective obligation of each Party to consummate the purchase and issuance and sale of the Purchased Units 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 a particular Party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (i) no Law shall have been enacted or promulgated, and no action shall have been taken, by any Governmental Authority of competent jurisdiction which temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement or makes the transactions contemplated by this Agreement illegal; (ii) there shall not be pending any Action suit, action or proceeding by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement; and (iii) the Purchased Units NYSE shall have been approved for listing on the NYSEauthorized, subject to upon official notice of issuance, the listing of the Purchased Units.

Appears in 1 contract

Sources: Common Unit Purchase Agreement (Holly Energy Partners Lp)

Mutual Conditions. The respective obligation obligations of each Party party to consummate the purchase and issuance and sale of the Purchased Units Shares 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 a particular Party party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (ia) no No Law shall have been enacted or promulgated, and no action shall have been taken, by any Governmental Authority of competent jurisdiction which that temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement or makes the transactions contemplated by this Agreement illegal; (iib) there There shall not be pending any Action suit, action or proceeding by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this AgreementAgreement or the MoA; and (iiic) Delivery of the Purchased Units Vessel subject to the MoA to the Subsidiary of the Company shall have been approved for listing on the NYSE, subject to notice of issuanceoccurred.

Appears in 1 contract

Sources: Share Purchase Agreement (Flawless Management Inc.)

Mutual Conditions. The respective obligation of each Party to consummate the purchase and issuance and sale of the Purchased Units and Warrants at a Closing 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 a particular Party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (i) no Law shall have been enacted or promulgated, and no action shall have been taken, by any Governmental Authority of competent jurisdiction which that temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement or makes the transactions contemplated by this Agreement illegal; (ii) there shall not be pending any Action by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement; and (iii) the Purchased Warrant Exercise Units and the Preferred Conversion Units shall have been approved for listing on the NYSE, subject to notice of issuance.

Appears in 1 contract

Sources: Class a Convertible Preferred Unit and Warrant Purchase Agreement (NGL Energy Partners LP)

Mutual Conditions. The respective obligation of each Party to consummate the purchase and issuance and sale of the Purchased Units 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 a particular Party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (i) no Law shall have been enacted or promulgated, and no action shall have been taken, by any Governmental Authority of competent jurisdiction which temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement or makes the transactions contemplated by this Agreement illegal; (ii) there shall not be pending any Action suit, action or proceeding by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement; and; (iii) the NYSE shall have authorized, upon official notice of issuance, the listing of the Purchased Units Units; and (iv) the closing of the Acquisition shall have occurred, or shall occur concurrently with the Closing, in which case all conditions set forth in Article III of the Purchase Agreement shall have been approved satisfied in all material respects or the fulfillment of any such conditions shall have been waived, except for listing on those conditions which, by their nature, will be satisfied concurrently with the NYSE, subject to notice of issuanceClosing.

Appears in 1 contract

Sources: Common Unit Purchase Agreement (Holly Energy Partners Lp)

Mutual Conditions. The respective obligation of each Party to consummate the purchase and issuance and sale of the Purchased Units 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 a particular Party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (i) no Law shall have been enacted or promulgated, and no action shall have been taken, by any Governmental Authority of competent jurisdiction which temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement or makes the transactions contemplated by this Agreement illegal; (ii) there shall not be pending any Action by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement; and (iii) the Purchased Common Units shall have been approved for listing on the NYSE, subject to notice of issuance.

Appears in 1 contract

Sources: Unit Purchase Agreement (Enterprise GP Holdings L.P.)

Mutual Conditions. The respective obligation obligations of each Party party to consummate the purchase and issuance and sale of the Purchased Units 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 a particular Party party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (ia) no No Law shall have been enacted or promulgated, and no action shall have been taken, by any Governmental Authority of competent jurisdiction which that temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement hereby or makes the transactions contemplated by this Agreement hereby illegal; (iib) there There shall not be pending any Action suit, action or proceeding by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement; and (iiic) The signing of the Purchased Units Acquisition Agreements shall have been approved for listing on occurred, or shall occur concurrently with the NYSE, subject to notice of issuanceClosing.

Appears in 1 contract

Sources: Common Unit Purchase Agreement (Enviva Partners, LP)