CHLP definition
Examples of CHLP in a sentence
CHP and CHLP each has all requisite power and authority under the laws of the state under whose laws it has organized or incorporated and under their respective charter documents to enter into and perform its obligations under this Agreement and to consummate the transactions contemplated hereby.
CHLP is a limited partnership duly organized and validly existing under the laws of the State of Delaware.
For purposes hereof, "substantially all of the interests in CHLP" shall mean all of the general partner interests and not less than ninety percent (90%) of the limited partner interests in Landlord; "substantially all of the interests in CHP" shall mean not less than ninety percent (90%) of the outstanding capital stock of CHP; and "substantially all of the assets of CHLP or CHP" shall mean not less than ninety percent (90%) of the respective total assets owned by CHLP or CHP, respectively.
Notwithstanding anything to the contrary herein contained, a voluntary sale, assignment, transfer or other disposition, for value, by merger, operation of law or otherwise, in a single transaction or a related series of transactions, of all or substantially all of the interests in CHLP or CHP, or all or substantially all of the assets of CHLP or CHP (in either event, a "Sale of the Entity"), shall not be deemed a Transfer of the Leased Property.
This Agreement and all rights and obligations hereunder shall not be assignable by any party without the written consent of the other party, except that the Purchaser may assign this Agreement to any entity wholly owned, directly or indirectly, by CHLP provided, however, that, in the event this Agreement shall be assigned to any entity wholly owned, directly or indirectly, by CHLP, CHLP shall remain fully and primarily liable for the obligations of the "Purchaser" hereunder.
Landlord shall not be required to maintain the Security Deposit separate from its general accounts and may commingle the Security Deposit with the general accounts of CHLP.
CHLP is, or will be by the Closing Date, duly qualified and in good standing in each of the states in which the Properties being acquired are located.
Landlord shall deliver to Tenant at least sixty (60) days prior Notice of any transfer of interests herein contemplated, other than transfers of limited partner interests in CHLP (specifically excluding any general partner interests in CHLP), and other than transfers of interests in any publicly traded company (whether or not such interests are traded on a public stock exchange).
For purposes hereof, "substantially all of the interests in CHLP" shall mean all of the general partner interests and not less than ninety percent (90%) of the limited partner interests in CHLP; "substantially all of the interests in CHP" shall mean not less than ninety percent (90%) of the outstanding capital stock of CHP; and "substantially all of the assets of CHLP or CHP" shall mean not less than ninety percent (90%) of the respective total assets owned by CHLP or CHP, respectively.
The CGSH-Held CHLP LP Interests constitute 1% of the limited partner interests in CHLP (with the remaining 99% of such limited partner interests held of record by Seller) and have been duly authorized and validly issued and are fully paid (to the extent required under the Organizational Documents of CHLP) and non-assessable (except to the extent such non-assessability may be affected by Sections 17-303(a), 17-607 and 17-804 of the Delaware Revised Uniform Limited Partnership Act).