Limited Partnership Existence Sample Clauses

Limited Partnership Existence. Subject to the rights of the General Partner under Article Eleven, so long as the Securities of any series remain outstanding, the General Partner of the Company shall (a) maintain direct or indirect ownership of all general partnership interests in the Company, provided that certain successors which are permitted pursuant hereto may succeed to the General Partner's ownership of such general partnership interests, (b) not voluntarily (to the extent permitted by law) dissolve, liquidate or wind up except in connection with certain mergers, conversions, consolidations or amalgamations permitted pursuant hereto, (c) timely perform in all material respects all of its duties as General Partner (including the duty to pay all costs and expenses), provided that certain successors which are permitted pursuant hereto may directly or indirectly succeed to its duties as General Partner and (d) do or cause to be done all things necessary to preserve and keep in full force and effect the Company's limited partnership existence and otherwise continue to cause the Company to be treated as a company for Australian tax purposes and as a partnership for US federal income tax purposes.
Sample 1
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Limited Partnership Existence. Except as otherwise permitted by Article V, the Issuer shall do or cause to be done all things necessary to preserve and keep in full force and effect its existence as a limited partnership and the corporate, partnership or other existence of each of its Restricted Subsidiaries in accordance with the respective organizational documents of each such Restricted Subsidiary and the rights (charter and statutory) and material franchises of each of its Restricted Subsidiaries; provided, however, that the Issuer shall not be required to preserve any such right, franchise, limited partnership or corporate existence with respect to each such Restricted Subsidiary if the General Partner of the Issuer shall determine that the loss thereof would not, individually or in the aggregate, have a material adverse effect on the business, financial condition or results of operations of the Issuer and its Restricted Subsidiaries taken as a whole.
Sample 1
Limited Partnership Existence. The Servicer shall maintain its existence as a limited partnership and shall at all times continue to be duly organized under the laws of the State of Delaware and duly qualified and duly authorized to conduct its business, and shall conduct its business in accordance with the terms of its limited partnership agreement.
Sample 1
Limited Partnership Existence. To maintain Borrower's limited partnership existence in good standing, provided, however, that Lender acknowledges that Borrower is considering its reorganization as a "C" corporation, which reorganization shall be permitted with the prior written consent of Lender, which consent shall not be unreasonably withheld.
Sample 1
Limited Partnership Existence. Seller is a limited partnership duly organized, validly existing and in good standing under the laws of the State of Texas. SASEL owns one percent (1%) of the partnership interests in Seller and is the sole general partner of Seller. Xxxxxxx owns all of the limited liability company interests in SASEL. Deadhorse owns fifty-nine percent (59%) of the partnership interests in Seller and is a limited partner in Seller. Xxxxxxx and Xxxxxxxx each own twenty percent (20%) of the partnership interests in Seller. There are no outstanding contracts or agreements relating to the issuance, sale or transfer of any equity interests in Seller. Seller has the power and authority to conduct the Business and to own and lease all of its properties and assets related to the Business (including the Assets). Seller is duly qualified or licensed to do business and is in good standing under the laws of the State of Texas and in each other jurisdiction in which the nature of its business or the ownership or leasing of its properties makes such qualification necessary. Except as disclosed in Schedule 4.1, Seller has no subsidiaries and does not own shares of the capital stock (or equity interests in) of any other entity.
Sample 1
Limited Partnership Existence. The Borrower shall preserve and maintain its limited partnership existence, rights, franchises and licenses, and will not liquidate, dissolve, or merge, or consolidate with or into any other entity, or sell, lease, transfer or otherwise dispose of all or a substantial part of its assets without the Bank's prior written consent.
Sample 1
Limited Partnership Existence. Lessee is a limited partnership duly formed validly existing and in good standing under the laws of the State of Delaware, and Lessee is duly qualified or licensed and in good standing as a foreign limited partnership authorized to do business in each state where, because of the nature of its activities or properties, such qualification or licensing is required, except for such jurisdictions where the failure to be so qualified or licensed would not have a Material Adverse Effect.
Sample 1
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Limited Partnership Existence. Praxis is a limited partnership duly organized, validly existing, and in good standing under the laws of the State of Hawaii.
Sample 1

Related to Limited Partnership Existence

  • Formation of the Partnership The Partnership was formed as a limited partnership pursuant to the provisions of the Act and the Original Agreement and continued upon the terms and subject to the conditions set forth in this Agreement. Except as expressly provided herein to the contrary, the rights and obligations of the Partners and administration and termination of the Partnership shall be governed by the Act. The Partnership Interest of each Partner shall be personal property for all purposes.

  • Good Standing of the Operating Partnership; Partnership Agreement The Operating Partnership has been duly formed and is validly existing as a limited partnership in good standing under the laws of the State of Maryland and has partnership power and authority to own or lease, as the case may be, and to operate its properties and to conduct its business as described in the Registration Statement and the Prospectus and to enter into and perform its obligations under this Agreement; and the Operating Partnership is duly qualified as a foreign partnership to transact business and is in good standing in each other jurisdiction in which such qualification is required, whether by reason of the ownership or leasing of property or the conduct of business, except where the failure so to qualify or to be in good standing would not result in a Material Adverse Effect. The Company is the sole general partner of the Operating Partnership. The aggregate percentage interests of the Company and the limited partners in the Operating Partnership as of the most recently completed fiscal quarter for which financial statements have been filed with the Commission is as set forth in the Prospectus. The Seventh Amended and Restated Partnership Agreement of the Operating Partnership has been duly and validly authorized, executed and delivered by or on behalf of the partners of the Operating Partnership and constitutes a valid and binding agreement of the parties thereto, enforceable in accordance with its terms, except to the extent that such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors’ rights and remedies generally, and subject, as to enforceability, to general principles of equity and, with respect to rights to indemnity and contribution thereunder, except as rights may be limited by applicable law or policies underlying such law.

  • Formation of Limited Partnership (a) The Partnership is formed as a limited partnership pursuant to the Certificate and this Agreement. The Partners agree that their rights, duties and liabilities will be as provided in the Delaware Act, except as otherwise provided in this Agreement. The General Partner will cause the Certificate to be executed and filed in accordance with the Delaware Act and will cause to be executed and filed with applicable governmental authorities any other instruments, documents and certificates that the General Partner concludes may from time to time be required by the laws of the United States of America, the State of Delaware or any other jurisdiction in which the General Partner determines that the Partnership should do business, or any political subdivision or agency of any such jurisdiction, or that the General Partner determines is necessary or appropriate to effectuate, implement and continue the valid existence and business of the Partnership.

  • General Partner (a) The business, property and affairs of the Partnership shall be managed under the sole, absolute and exclusive direction of the General Partner, which may from time to time delegate authority to officers or to others to act on behalf of the Partnership.

  • Partnership Nothing in this Agreement shall constitute or shall be deemed to constitute a partnership between the parties hereto and save as set out herein, neither party shall have any authority or power to bind the other party or to contract in the name of or create a liability against the other party.

  • Good Standing of the Operating Partnership The Operating Partnership has been duly formed and is validly existing as a limited partnership in good standing under the laws of the State of Delaware and has partnership power and authority to own or lease, as the case may be, and to operate its properties and to conduct its business as described in the Prospectus and to enter into and perform its obligations under this Agreement; and the Operating Partnership is duly qualified as a foreign partnership to transact business and is in good standing in each other jurisdiction in which such qualification is required, whether by reason of the ownership or leasing of property or the conduct of business, except where the failure so to qualify or to be in good standing would not result in a Material Adverse Effect. The Company is the sole general partner of the Operating Partnership. The aggregate percentage interests of the Company in the Operating Partnership as of the date of this Agreement is set forth in the Prospectus. The Second Amended and Restated Partnership Agreement of the Operating Partnership has been duly and validly authorized, executed and delivered by or on behalf of the Company and constitutes a valid and binding agreement of the Company, enforceable against the Company in accordance with its terms, except to the extent that such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors’ rights and remedies generally, and subject, as to enforceability, to general principles of equity and, with respect to rights to indemnity and contribution thereunder, except as rights may be limited by applicable law or policies underlying such law. l.

  • Formation of Partnership The Partnership was formed on August 3, 2018 pursuant to the provisions of the Delaware Act.

  • Partnership Name The name of the Partnership is “OZ Advisors II LP.” The name of the Partnership may be changed from time to time by the General Partner.

  • Partnership and Limited Liability Company Interests Except as previously disclosed to the Administrative Agent, none of the Collateral consisting of an interest in a partnership or a limited liability company (i) is dealt in or traded on a securities exchange or in a securities market, (ii) by its terms expressly provides that it is a Security governed by Article 8 of the UCC, (iii) is an Investment Company Security, (iv) is held in a Securities Account or (v) constitutes a Security or a Financial Asset.

  • Dissolution of the Partnership The Partnership shall be dissolved upon the happening of any of the following:

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