The Interest. Seller is the sole member of the Company, and holds the Interest free of all Encumbrances or restrictions on transfer other than (a) those arising under the Organizational Documents of the Company, (b) those arising under this Agreement, (c) those securing Taxes not yet due and payable, (d) those arising under any applicable securities Laws of any jurisdiction and (e) those arising under the documents entered into in connection with the Permitted Financing. Seller is the only Person with an interest in the profits, losses, distributions and capital of, or other economic interest in, the Company. The Interest is validly issued and fully paid. Seller has good and valid title to the Interest, free and clear of all Encumbrances other than as provided in the first sentence of Section 4.3.
Appears in 2 contracts
Sources: Purchase and Sale Agreement, Purchase and Sale Agreement (NextEra Energy Partners, LP)