Examples of Merging Partnership in a sentence
Upon the terms and subject to the conditions set forth in this Agreement, and in accordance with the applicable Governing Laws, the Transitory Partnership corresponding to each Participating Merging Partnership shall merge with and into its respective Participating Merging Partnership at the Effective Time.
At the Effective Time, the Merging Partnership shall be ---------- merged with and into the Surviving Partnership, which shall continue to be governed by the laws of the State of Delaware, and the separate legal existence of the Merging Partnership shall thereupon cease.
Except to the extent disclosed in the Texas VII Confidential Private Placement Memorandum dated as of even date herewith, as hereafter amended and supplemented (the "Offering Memorandum"), the Merging Partnership is in material compliance with all applicable laws, rules and regulations.
Schedule 2.11 of the Disclosure Schedule describes all insurance policies maintained by the Merging Partnership with respect to its business and Partnership Assets.
Complete copies of the internally prepared or audited financial statements, as the case may be, of the Merging Partnership for the three-year period ended December 31, 1997 and the six-month period ended June 30, 1998 have previously been provided to Litho or Texas Litho, as the case may be.
As of the date of this Agreement, the Merging Partnership is qualified to conduct business and holds licenses as provided on Schedule 2.02 of the Disclosure Schedule.
The Merging Partnership does not own an interest in any real property.
The Merger was approved by the general partner and the limited partners of the Merging Partnership by unanimous consent.
The books and records of the Merging Partnership are true, accurate and complete in all material respects.
Except as set forth on Schedule 2.01 of the Disclosure Schedule, there are no existing defaults, and no events or circumstances have occurred which, with or without notice or lapse of time or both, would constitute defaults, under any of the Contracts by the Merging Partnership or, to its knowledge, any other party thereto.