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Page 6 - Article I

SPECTRA ENERGY PARTNERS, LP filed this Form 8-K on 1/22/2018


 

 

Article I

DEFINITIONS AND TERMS

 

Section 1.1           Certain Definitions.  As used in this Agreement, the following capitalized terms have the meanings set forth below: 

 

Affiliate” means, with respect to any Person, any other Person directly or indirectly controlling, controlled by, or under common control with, such Person as of the date on which, or at any time during the period for which, the determination of affiliation is being made.  For purposes of this definition, the term “control” (including the correlative meanings of the terms “controlled by” and “under common control with”), as used with respect to any Person, means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of such Person (which, in the case of a publicly traded master limited partnership, means such power with respect to the general partner thereof), whether through the ownership of voting securities, by Contract or otherwise.  Notwithstanding anything in this definition to the contrary, (a) with respect to SEP GP, “Affiliate” excludes at all times SEP and its Subsidiaries, and (b) with respect to SEP and its Subsidiaries, “Affiliates” excludes at all times SEP GP and any other Person that directly or indirectly controls or is under common control with SEP GP, other than SEP and its Subsidiaries.

 

Agreed Tax Treatment” has the meaning set forth in Section 5.1.

 

Agreement” means this Equity Restructuring Agreement, as it may be amended or supplemented from time to time in accordance with the terms hereof.

 

Amended Partnership Agreement” means the Third Amended and Restated Agreement of Limited Partnership of Spectra Energy Partners, LP executed and delivered pursuant to Section 2.3.

 

Bankruptcy and Equity Exception” has the meaning set forth in Section 3.2.

 

Board” has the meaning set forth in the Recitals.

 

Business Day” means any day other than a Saturday, a Sunday or a statutory holiday on which banks in the State of Texas are closed.

 

Closing” has the meaning set forth in Section 2.1.

 

Common Units” has the meaning set forth in the SEP Partnership Agreement.

 

Conflicts Committee” has the meaning set forth in the Recitals.

 

Contract” means any written or oral agreement, contract, commitment, instrument, undertaking, lease, note, mortgage, indenture, settlement, license or other legally binding agreement.

 

Conversion” has the meaning set forth in Section 2.2.

 

ENB” has the meaning set forth in the Recitals.

 

Enbridge US” has the meaning set forth in the Recitals.

 

Encumbrance” means any lien, pledge, charge, charging order, encumbrance, security interest, option, mortgage or other restriction on transfers.

 

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