Books and Records of the Partnership. The books and records of the Partnership shall be revised to reflect (i) the conversion and cancellation of all Public Common Units in accordance with Section 3.1 and Section 3.2, (ii) the conversion of the limited liability company interests in Merger Sub in accordance with Section 3.1(b), and (iii) the cancellation and extinguishment of any Partnership Interests that are owned by the Partnership or any Subsidiary of the Partnership in accordance with Section 3.1(c)(i).
Books and Records of the Partnership. The books and records of the Partnership shall be revised to reflect (i) the cancellation and retirement of all Common Units that were converted into the right to receive the Merger Consideration and that, immediately following the Effective Time, Parent or its Subsidiaries will be the only holder(s) of Common Units and (ii) that the existence of the Partnership shall continue without dissolution.
Books and Records of the Partnership. The General Partner shall cause the Partnership to keep records and books of account in which shall be entered fully and accurately all transactions and other matters relative to the Partnership’s business as are usually entered in records and books of account maintained by persons engaged in business of a like character. Subject to the right of the General Partner to elect otherwise at any time, the Partnership shall report its income for federal income tax purposes on the accrual basis and the Partnership’s books of account shall be kept on the accrual basis in accordance with the accounting methods followed by the Partnership for federal income tax purposes. The Partnership shall maintain at its registered office the books and records required to be maintained by the Act, which shall be subject to inspection and copying during ordinary business hours at the reasonable request, and at the expense, of any Partner.
Books and Records of the Partnership. The books and records of the Partnership shall be revised to reflect that all limited partners of the Partnership immediately prior to the Effective Time whose Class A Common Units are converted into the right to receive the Merger Consideration pursuant to this Section 3.1 shall cease to be limited partners of the Partnership pursuant to this Agreement and that, immediately following the Effective Time, Parent and EEP are the only limited partners of the Partnership.
Books and Records of the Partnership. The books and records of the Partnership shall be revised to reflect (i) the conversion and cancelation of all Public Common Units in accordance with Section 3.1(a), (ii) the conversion of the limited liability company interests in Merger Sub in accordance with Section 3.1(b), (iii) the cancelation and extinguishment of any Partnership Owned Units in accordance with Section 3.1(d), (iv) that DCP LLC, the General Partner and PDI are the only holders of Common Units of the Surviving Entity and (v) that each such Common Unit of the Surviving Entity is Outstanding (as such term is defined in the Partnership Agreement) for all purposes under the Partnership Agreement.
Books and Records of the Partnership. 11.1.1 The Lyondell Partner shall open and maintain on behalf of the Partnership books, records and accounts in Euros, which, in reasonable detail, accurately and fairly reflect the business activities as they have been carried out by the Partnership.
Books and Records of the Partnership. During and until the conclusion of any litigation subject to indemnification provisions above, including, but not limited to, the Delaware Litigation, where Seller or any of its Affiliates (including, without limitation, LB I Group or Xxxxxx Brothers Inc.) are defendants, Seller or such Affiliate, their respective counsel, accountants and agents shall have reasonable access during normal business hours upon advance notice to the records of the Partnership for the purposes of defending such litigation. Except in connection with such litigation, Seller agrees not to interfere with the operations of the Partnership or the Purchaser, nor disclose or use any confidential information with respect to any confidential information with respect to the Partnership. In addition, prior to transferring or destroying any books and records of the Partnership within Purchaser's (or any of its Affiliates') control, the Purchaser agrees to first notify Seller or its Affiliate in each instance, and upon request of Seller of its Affiliate, the Purchaser will (i) in the case where such notice contemplates destroying such books and records, transfer same to Seller or its Affiliate, and (ii) in the case where such notice contemplates transferring such books and records to an unrelated entity of Purchaser, photocopy same at the expense of Seller and forward them to Seller or its Affiliate.
Books and Records of the Partnership. The books and records of the Partnership shall be revised to reflect (i) the cancellation and extinguishment of all Public Common Units in accordance with Section 3.1(a), (ii) the conversion of the limited liability company interests in Merger Sub in accordance with Section 3.1(b), (iii) the cancellation and extinguishment of any Partnership Interests that are owned by (A) the Partnership or any Subsidiary of the Partnership or (B) Parent or any Affiliate of Parent (excluding the General Partner Interest and the Common Units owned by the General Partner), in each case in accordance with Section 3.1(c)(i), and (iv) the conversion of the General Partner Interest in accordance with Section 3.1(c)(ii).
Books and Records of the Partnership. At the Effective Time, the books and records of the Partnership shall be revised to reflect that all Limited Partners of the Partnership immediately prior to the Effective Time (other than Parent) cease to be Limited Partners of the Partnership pursuant to this Agreement and that Parent is the only Limited Partner of the Partnership that will hold all of the Common Units of the Surviving Entity.
Books and Records of the Partnership. At the Effective Time, the books and records of the Partnership shall be revised to reflect (i) the cancellation and retirement of Common Units that were converted into the right to receive the Merger Consideration, (ii) that, immediately following the Effective Time, all Limited Partners of the Partnership immediately prior to the Effective Time (other than Parent) cease to be Limited Partners of the Partnership pursuant to this Agreement and that Parent is the only Limited Partner of the Partnership that will hold all of the Common Units of the Surviving Entity, (iv) Parent’s number of Common Units shall be increased to reflect the issuance of Common Units pursuant to Section 3.1(c), and (v) the existence of the Partnership shall continue without dissolution.
