LP Partnership Agreement definition
Examples of LP Partnership Agreement in a sentence
Notwithstanding anything in this Agreement to the contrary, if and to the extent that the Partnership raises funds by way of the issuance of equity or debt securities, or otherwise, pursuant to a public offering, private placement or otherwise, the General Partner shall cause such funds to be invested in securities of the Holding LP in accordance with the terms of the Holding LP Partnership Agreement, unless otherwise agreed by the Partnership and the Holding LP.
IDR LLC is the sole limited partner of IDR LP with a 99.999% limited partner interest in IDR LP; such limited partner interest has been duly and validly authorized and issued in accordance with the IDR LP Partnership Agreement and is fully paid (to the extent required under the IDR LP Partnership Agreement) and nonassessable (except as such nonassessability may be affected by Sections 17-303(a) and 17-607 of the Delaware LP Act); and IDR LLC owns such limited partner interest free and clear of all Liens.
The execution and delivery of this Agreement and the Initial Newco GP LLC Agreement, the Initial Newco LP Agreement, the Newco GP LLC Operating Agreement and the Newco LP Partnership Agreement by Rodeo, Inc., the performance by Rodeo, Inc.
The parties hereto formed a partnership --------------------- pursuant to Agreement of Limited Partnership of HOB Marina City Partners, L.P. ("Partnership Agreement") dated as of January 29, 1996.
EMS LP agrees that it will not issue any new limited or general partnership interests (other than the issuance of limited partnership interests to the Company in accordance with Section 3.3 of the EMS LP Partnership Agreement) or admit any new persons to the partnership other than in connection with Transfers permitted by Section 3(b).
In furtherance, but not in limitation, of the foregoing, and notwithstanding any contrary provision of the Trust Agreement or the EMS LP Partnership Agreement: (i) the Company shall issue and deliver to each Limited Partner the requisite number of shares of Class B Common Stock, and (ii) the Limited Partners shall transfer all of their LP Exchangeable Units to the Company in exchange for the applicable shares of Class B Common Stock.
The Company L.P. Partnership Agreement shall be amended and restated as of the effectiveness of the OP Merger in accordance with the instructions of Parent (and subject to the prior consent of Company L.P., which consent shall not be unreasonably withheld) and, as so amended, shall be the Agreement of Limited Partnership of the Surviving L.P. until thereafter changed or amended as provided therein or by applicable Law.
Prior to the OP Effective Time, Company L.P. shall use reasonable best efforts to redeem all of the outstanding Company L.P. Series B Preferred Units for a cash amount determined in accordance with the terms of the Company L.P. Partnership Agreement and any security issued in connection with the redemption of the Company L.P. Series B Preferred Units for cash.
Except as set forth in Section 4.03(c)(iv) of the Company Disclosure Schedule and pursuant to the provisions of the EMS LP Partnership Agreement, neither the Company nor any of its Subsidiaries is obligated to make any contribution to the capital of, make any loan to, or guarantee Indebtedness of any Person (excluding the Company’s wholly-owned Subsidiaries).
The Parent L.P. Partnership Agreement and the Merger Sub Organizational Documents are in full force and effect as of the date hereof.