Common use of Ownership of the Subsidiaries Clause in Contracts

Ownership of the Subsidiaries. At the Closing Date and the Option Closing Date, after giving effect to the Transactions, the Partnership will, directly or indirectly, own 100% of the limited liability company interests or partnership interests, as the case may be, in EVPP GP LLC, EVWV GP LLC, EVCG GP LLC, EVPP, EVWV, Clinton Properties, ▇▇ ▇▇▇▇▇▇ and LCOC (the "Subsidiaries," together with the Operating Partnership and the Operating Partnership GP, the "Operating Subsidiaries") free and clear of all liens, encumbrances, security interests, equities, charges and other claims, except for liens created pursuant to the Credit Facility. At the Closing Date and the Option Closing Date, such limited liability company interests or partnership interests, as the case may be, will be duly authorized and validly issued in accordance with the limited liability company or limited partnership agreements, as the case may be, of the respective Subsidiaries, and will be fully paid (to the extent required under their respective limited liability company agreement or limited partnership agreement) and non-assessable (except as such nonassessability may be affected by Section 18-607 of the Delaware LLC Act, in the case of a Delaware limited liability company, or Section 17-607 of the Delaware LP Act, in the case of a Delaware limited partnership).

Ownership of the Subsidiaries. At the Closing Date and the Option Closing Date, after giving effect to the Transactions, the Partnership willThe Company owns, directly or indirectly, own 100% and at the Closing Date will own, directly or indirectly, all of the issued and outstanding limited liability company interests or partnership interests, as the case may beapplicable, in EVPP GP LLC, EVWV GP LLC, EVCG GP LLC, EVPP, EVWV, Clinton Properties, ▇▇ ▇▇▇▇▇▇ and LCOC (each of the "Subsidiaries," together with the Operating Partnership and the Operating Partnership GP, the "Operating Subsidiaries") free and clear of all liens, encumbrances, security interests, equities, charges and other claims, except for liens created pursuant to the Credit Facility. At the Closing Date and the Option Closing Date, ; such limited liability company interests or partnership interests, as the case may be, will be interests have been duly authorized and validly issued in accordance with the limited liability company agreement or limited partnership agreementsagreement, as the case may beapplicable, of each Subsidiary (as the respective Subsidiariessame may be amended or restated, the “Subsidiary Organizational Documents”) and will be are fully paid (to the extent required under their respective the applicable Subsidiary Organizational Documents) and nonassessable (except (i) in the case of an interest in a Delaware limited liability company agreement or limited partnership agreement) and non-assessable (except company, as such nonassessability may be affected by Section Sections 18-303, 18-607 and 18-804 of the Delaware LLC ActLimited Liability Company Act (“DLLCA”), and (ii) in the case of a Delaware limited liability company, or Section 17-607 of the Delaware LP Act, an interest in the case of a Delaware limited partnership, as such nonassessability may be affected by Sections 17-303, 17-607 and 17-804 of the Delaware Revised Uniform Limited Partnership Act (the “DRULPA”).); and, except as otherwise set forth in the Disclosure Package and the Prospectus, such limited liability company interests or partnership interests, as applicable, are owned, directly or indirectly, by the Company, free and clear of any perfected security interest or any other security interests, claims, charges, liens or encumbrances (“Liens”), except for (1) Liens under that certain Second Amended and Restated Credit Agreement dated as of June 11, 2015, among the Company, as borrower, Bank of Montreal, as administrative agent, and the lenders party thereto, as amended (the “Credit Agreement”), (2) Liens created or arising under the DLLCA or DRULPA and (3) such Liens as would not, individually or in the aggregate, have a Material Adverse Effect. Other than the Subsidiaries, the Company has no significant subsidiaries as defined by Rule 1-02 of Regulation S-X.

Ownership of the Subsidiaries. At the Closing Date and the Option Closing Date, after giving effect to the Transactions, the Partnership willThe Partnership, directly or indirectly, own owns 100% of the outstanding capital stock, limited liability company interests or partnership interests, as the case may be, in EVPP GP LLCthe Subsidiaries (other than Battleground Oil Specialty Terminal Company LLC (“BOSTCO”) and Frontera Brownsville LLC (“Frontera”), EVWV GP LLCin which the Partnership indirectly owns a 42.5% and 50% limited liability company interest, EVCG GP LLC, EVPP, EVWV, Clinton Properties, ▇▇ ▇▇▇▇▇▇ and LCOC (the "Subsidiaries," together with the Operating Partnership and the Operating Partnership GP, the "Operating Subsidiaries"respectively) free and clear of all liens, encumbrances, security interests, equities, charges and other claims, except for liens created pursuant to the Credit Facility. At the Closing Date and the Option Closing DateSuch capital stock, such limited liability company interests or partnership interests, as the case may be, will be limited partner interests have been duly authorized and validly issued in accordance with the certificate of incorporation, partnership agreement, limited liability company agreement, certificate of formation or limited partnership agreementsother constituent document (collectively, as the case may be, “Organizational Documents”) of the respective Subsidiaries, and will be are fully paid (in the case of an interest in a limited liability company or a limited partnership, to the extent required under their respective limited liability company agreement or limited partnership agreement) and non-assessable nonassessable (except as such nonassessability may be affected by Section Sections 18-303 and 18-607 of the Delaware Limited Liability Company Act (the “Delaware LLC Act”), in the case of a Delaware limited liability company, or Section Sections 17-303 and 17-607 of the Delaware LP Act, in the case of a Delaware limited partnership). In the case of a Subsidiary that is a limited partnership, the general partner interests therein have been duly authorized and validly issued in accordance with the limited partnership agreements of the respective Subsidiaries.

Ownership of the Subsidiaries. At Except as described in the Closing Date and the Option Closing Date, after giving effect to the TransactionsRegistration Statement, the Partnership willPre-Pricing Prospectus, directly or indirectlythe Prospectus and any Permitted Free Writing Prospectuses, own the Company indirectly owns of record 100% of the limited liability company interests, partnership interests or partnership interestscapital stock, as the case may be, in EVPP GP LLC, EVWV GP LLC, EVCG GP LLC, EVPP, EVWV, Clinton Properties, of each of the Subsidiaries (excluding W▇▇▇/D▇▇▇▇ Gatherers, a Texas general partnership (“W▇▇▇/D▇▇▇▇▇▇ ”), and LCOC Southern Dome LLC, a Delaware limited liability company (“Southern Dome”), as to which the "Subsidiaries," together with the Operating Partnership Company owns a 62.5% partnership interest and the Operating Partnership GPa majority limited liability company interest, the "Operating Subsidiaries") free and clear of all liens, encumbrances, security interests, equities, charges and other claims, except for liens created pursuant to the Credit Facilityrespectively). At the Closing Date and the Option Closing Date, All such limited liability company interests, partnership interests or partnership interestscapital stock, as the case may be, will be has been duly authorized and validly issued in accordance with the limited liability company or agreements, limited partnership agreementsagreements or articles of incorporation and bylaws, as the case may be, of the respective Subsidiaries, such entity and will be are fully paid (to the extent required under their respective limited liability company agreement agreements or limited partnership agreementagreements) and non-assessable (except as such nonassessability may be affected by by: (A) Section 18-607 of the Delaware LLC Act, in the case of a Delaware limited liability company, or (B) Section 17-607 of the Delaware LP Act, in the case of a Delaware limited partnership, or (C) Sections 3.03, 5.02 and 6.07 of the Texas LP Act, in the case of a Texas limited partnership); and all such interests are owned free and clear of all liens, encumbrances (except restrictions on transferability as described in the Registration Statement, the Pre-Pricing Prospectus, the Prospectus or any Permitted Free Writing Prospectuses), security interests, equities, charges and other claims (other than those arising under the Credit Agreements).

Ownership of the Subsidiaries. At the Closing Date and the Option Closing Date, after giving effect to the Transactions, the Partnership willThe Partnership, directly or indirectly, own owns 100% of the limited liability company interests or partnership interests, as the case may be, in EVPP GP LLC, EVWV GP LLC, EVCG GP LLC, EVPP, EVWV, Clinton Propertiesthe Operating Company, ▇▇ ▇▇▇▇▇, New ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇, LLC, a Delaware limited liability company ("GP Subsidiary"), ▇▇▇▇▇▇ ▇▇, LLC, a Delaware limited liability company ("LP Subsidiary") and LCOC Continental (the "Subsidiaries," together with the Operating Partnership and the Operating Partnership GP, the "Operating Subsidiaries") free and clear of all liens, encumbrances, security interests, equities, charges and other claims, except for liens created pursuant to the Revolving Loan Credit Agreement dated as of February 15, 2005 among the Operating Company, the lenders party thereto and MidFirst Bank as administrative agent, as amended by the First Amendment to Credit Facility dated as of September 26, 2005 among the Operating Company and the other parties thereto (together, the "Credit Facility"). At the Closing Date and the Option Closing Date, such Such limited liability company interests or partnership interests, as the case may be, will be have been duly authorized and validly issued in accordance with the limited liability company or limited partnership agreements, as the case may be, of the respective Subsidiaries, and will be are fully paid (to the extent required under their respective limited liability company agreement or limited partnership agreement) and non-assessable (except as such nonassessability may be affected by Section 18-607 of the Delaware LLC Act, in the case of a Delaware limited liability company, or Section 17-607 of the Delaware Revised Uniform Limited Partnership Act (the "Delaware LP Act"), in the case of a Delaware limited partnership).

Ownership of the Subsidiaries. At the Closing Date and the Option Closing Date, after giving effect to the Transactions, the Partnership will, directly or indirectly, own 100% of the limited liability company interests or partnership interests, as the case may be, in EVPP GP LLC, EVWV GP LLC, EVCG GP LLC, EVPP, EVWV, Clinton Properties, ▇▇ ▇▇▇▇▇▇ and LCOC (the "“Subsidiaries," ” together with the Operating Partnership and the Operating Partnership GP, the "“Operating Subsidiaries"”) free and clear of all liens, encumbrances, security interests, equities, charges and other claims, except for liens created pursuant to the Credit Facility. At the Closing Date and the Option Closing Date, such limited liability company interests or partnership interests, as the case may be, will be duly authorized and validly issued in accordance with the limited liability company or limited partnership agreements, as the case may be, of the respective Subsidiaries, and will be fully paid (to the extent required under their respective limited liability company agreement or limited partnership agreement) and non-assessable (except as such nonassessability may be affected by Section 18-607 of the Delaware LLC Act, in the case of a Delaware limited liability company, or Section 17-607 of the Delaware LP Act, in the case of a Delaware limited partnership).

Ownership of the Subsidiaries. At the Closing Date and the Option Closing Date, after giving effect to the Transactions, the Partnership will, directly or indirectly, own 100% of the limited liability company interests or partnership interests, as the case may be, in EVPP GP LLC, EVWV GP LLC, EVCG GP LLC, EVPP, EVWV, Clinton Properties, ▇E▇ ▇▇▇▇▇▇ and LCOC (the "“Subsidiaries," ” together with the Operating Partnership and the Operating Partnership GP, the "“Operating Subsidiaries"”) free and clear of all liens, encumbrances, security interests, equities, charges and other claims, except for liens created pursuant to the Credit Facility. At the Closing Date and the Option Closing Date, such limited liability company interests or partnership interests, as the case may be, will be duly authorized and validly issued in accordance with the limited liability company or limited partnership agreements, as the case may be, of the respective Subsidiaries, and will be fully paid (to the extent required under their respective limited liability company agreement or limited partnership agreement) and non-assessable (except as such nonassessability may be affected by Section 18-607 of the Delaware LLC Act, in the case of a Delaware limited liability company, or Section 17-607 of the Delaware LP Act, in the case of a Delaware limited partnership).