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Page 17 - Amendment; Waiver

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



With a copy (which shall not constitute notice) to SEP GP’s legal counsel:


Sullivan & Cromwell LLP

125 Broad Street

New York, NY  10004


Attn:  George J. Sampas


Section 6.2           Amendment; Waiver.  Any provision of this Agreement may be amended or waived if, and only if, such amendment or waiver is in writing and signed, in the case of an amendment, by each Person signatory hereto, or in the case of a waiver, by the Person against whom the waiver is to be effective.  No failure or delay by any Person in exercising any right, power or privilege hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right, power or privilege.  The rights and remedies herein provided shall be cumulative and not exclusive of any rights or remedies provided by Law.


Section 6.3           No Assignment or Benefit to Third Parties.  This Agreement shall be binding upon and inure to the benefit of SEP and SEP GP and their respective successors, legal representatives and permitted assigns.  No Party may assign any of its rights or delegate any of its obligations under this Agreement (for the avoidance of doubt, no merger or sale of securities of any Party or any entity that directly or indirectly controls any Party shall constitute an assignment hereunder), without the prior written consent of the other, except as provided in Section 6.5, and any attempted or purported assignment in violation of this Section 6.3 shall be null and void.  Nothing in this Agreement, express or implied, is intended to confer upon any Person other than the parties to this Agreement and their respective successors and permitted assigns, any rights or remedies under or by reason of this Agreement.  


Section 6.4           Entire Agreement.  This Agreement (including all Exhibits) contains the entire agreement between SEP GP and SEP with respect to the subject matter hereof and thereof and supersede all prior agreements and understandings, oral or written, with respect to such matters.


Section 6.5           Fulfillment of Obligations.  Any obligation of any Person signatory hereto to any other Person signatory hereto under this Agreement that is performed, satisfied or fulfilled completely by an Affiliate of such Person signatory hereto shall be deemed to have been performed, satisfied or fulfilled by such Person signatory hereto.


Section 6.6           Expenses.  Except as otherwise expressly provided in this Agreement, whether or not the Transactions are consummated, all costs and expenses incurred in connection with this Agreement and the Transactions shall be borne by the Person signatory hereto incurring such costs and expenses.