TWE Partnership Agreement definition

TWE Partnership Agreement means the Agreement of Limited Partnership dated as of October 29, 1991, as amended.
TWE Partnership Agreement means the Agreement of Limited Partnership, dated as of October 29, 1991, as amended from time to time, among TWI, Itochu Corporation, Toshiba Corporation, USW and certain of their respective subsidiaries.
TWE Partnership Agreement means the agreement of limited ------------------------- partnership of TWE dated as of October 29, 1991 by and among Time Warner Inc., U S West, Inc. and certain of their respective subsidiaries.

Examples of TWE Partnership Agreement in a sentence

For the avoidance of doubt, the conversion of TWE to a corporation in connection with the registration rights process under the TWE Partnership Agreement, and the TWE Restructuring, each would be deemed to be an Alternate Disposition for Restricted Consideration.

The Operating Trustee acknowledges that the registration rights process currently provided for in the TWE Partnership Agreement has been suspended.

The registration rights provisions of Article 13 of the TWE Partnership Agreement are enforceable in accordance with their terms and subject to the conditions thereof, except (i) as the same may be limited by applicable bankruptcy, insolvency, moratorium or similar laws of general application relating to or affecting creditors' rights and (ii) for the limitations imposed by general principles of equity.

The parties hereby acknowledge and agree that, upon the Closing and immediately following the TWE Recapitalization, the only outstanding Equity Securities of TWE shall be as set forth in the Amended and Restated TWE Partnership Agreement and all other option or similar agreements (other than the Partnership Interest Sale Agreement) shall be null and void and be of no further force or effect.

MediaOne, directly or indirectly, owns a 25.51% priority capital and residual equity interest in TWE as described in the TWE Partnership Agreement.

At the Closing and immediately following the Holdco Contribution, the TWE Partners shall execute and deliver the Amended and Restated TWE Partnership Agreement.

TWX, on behalf of itself and the TW Partners, and MediaOne, on behalf of itself and the MediaOne Partner, acknowledge and agree that the distributions contemplated by this Section 2.2(a)(ii) shall not be taken into account in determining whether distributions to a Class A Partner and its Affiliates equal or exceed the A Threshold or the B Threshold of such Class A Partner for purposes of Article VIII of the TWE Partnership Agreement.

This letter agreement shall not be deemed to amend the TWE Partnership Agreement and, except as to any provision specifically waived by this letter agreement, the TWE Partnership Agreement shall remain in full force and effect and is hereby ratified and confirmed to the extent applicable to the Partners as parties hereto.

This letter agreement shall be governed by and construed in accordance with the TWE Redemption Agreement and the TWE Partnership Agreement, as applicable.

Time Warner indirectly owns a 74.49% priority capital and residual equity interest in TWE as described in the TWE Partnership Agreement, free and clear of all Liens (except under the TWE Partnership Agreement).


More Definitions of TWE Partnership Agreement

TWE Partnership Agreement means that certain Agreement of Limited Partnership, dated as of October 29, 1991, as the same may be amended from time to time.
TWE Partnership Agreement means the Agreement of Limited Partnership of TWE dated as of October 29, 1991 by and among TWI, USW and certain of their respective subsidiaries.
TWE Partnership Agreement means the Agreement of Limited Partnership, dated as of March 31, 2004, as amended from time to time, of TWE.
TWE Partnership Agreement means the Agreement of Limited Partnership, dated as of March 31, 2004, as amended from time to time, of TWE. TWE Required Consents” means (a) any and all consents, authorizations and approvals (other than any approval of any Franchising Authority) the failure to obtain in connection with the Subsidiary Transfers, the Holdco Transaction, TWE Redemption and/or Comcast Subsidiary Transfer would individually or in the aggregate, reasonably 14 be expected to have a Material Adverse Effect, and (b) any other consents, authorizations and approvals set forth on Schedule 6.3 and designated thereon as TWE Required Consents.

Related to TWE Partnership Agreement

MLP Partnership Agreement means the Amended and Restated Agreement of Limited Partnership of the MLP, as amended or restated from time to time.
Limited Partnership Agreement means the agreement under which the Limited Partnership was formed, as amended and restated.
Operating Partnership Agreement means the Amended and Restated Agreement of Limited Partnership of the Operating Partnership, as it may be amended, supplemented or restated from time to time.
Partnership Agreement means the Agreement of Limited Partnership of the Partnership, as it may be amended or amended and restated from time to time.
Borrower Partnership Agreement means the Eighth Amended and Restated Limited Partnership Agreement of the Borrower, dated as of May 8, 2008, as such agreement may be amended, restated, modified or supplemented from time to time with the consent of the Administrative Agent or as permitted under Section 10.10.
Membership Agreement means the duly executed agreement between Trading Facility Provider and the Trading Facility User pursuant to which they accept and are bound by the gas market rules of Trading Facility Provider as may be amended, supplement- ed or replaced from time to time.
Pledged Partnership Agreements means all of each Grantor’s rights, powers, and remedies under the partnership agreements of each of the Pledged Companies that are partnerships.
LLC Agreement means each operating agreement with respect to a LLC, as each agreement has heretofore been, and may hereafter be, amended, restated, supplemented or otherwise modified from time to time.
Sponsorship Agreement means a document that estab- lishes an advanced licensee as a sponsor for a basic licensee.
Company LLC Agreement means the Amended and Restated Limited Liability Company Agreement of the Company, dated as of December 13, 2013, as amended.
GP means Gottbetter & Partners, LLP.
Holdings LLC Agreement means the Third Amended and Restated Limited Liability Company Agreement of Holdings, dated on or about the date hereof, as such agreement may be amended from time to time.
MLP Agreement means the Amended and Restated Agreement of Limited Partnership of the MLP, dated as of the Closing Date, as such agreement is in effect on the Closing Date, to which reference is hereby made for all purposes of this Agreement. No amendment or modification to the MLP Agreement subsequent to the Closing Date shall be given effect for the purposes of this Agreement unless consented to by each of the parties to this Agreement.
Operating Agreement means the agreement, whether or not referred to as an operating agreement and whether oral, in a record, implied, or in any combination thereof, of all the members of a limited liability company, including a sole member, concerning the matters described in section 489.110, subsection 1. The term includes the agreement as amended or restated.
Limited partnership means a limited partnership registered or formed under any law in force in Singapore or elsewhere;
LP Agreement means the Amended and Restated Agreement of Limited Partnership of Graham Packaging Company.
Limited Partnership Interest means the ownership interest of a Limited Partner in the Partnership at any particular time, including the right of such Limited Partner to any and all benefits to which such Limited Partner may be entitled as provided in this Agreement and in the Act, together with the obligations of such Limited Partner to comply with all the provisions of this Agreement and of such Act.
Traineeship Agreement means an agreement made subject to the terms of this award between an employer and the trainee for a traineeship and which is registered with the appropriate state training authority, NETTFORCE, or under the provisions of the appropriate state legislation. A traineeship agreement shall be made in accordance with the relevant approved traineeship scheme and shall not operate unless this condition is met.
General Partnership Interest means a Partnership Interest held by the General Partner that is a general partnership interest.
Public-private partnership means an arrangement or agreement, occurring on or after January 1, 2017, between a procurement unit and one or more contractors to provide for a public need through the development or operation of a project in which the contractor or
Substituted Limited Partner means a Person who is admitted as a Limited Partner to the Partnership pursuant to Section 11.4.
Issuer Limited Liability Company Agreement means the Limited Liability Company Agreement of the Issuer, dated as of June 29, 2011, among the Managing Member and the Issuer, as the same may be amended or supplemented from time to time.
Company Agreement means any note, bond, mortgage, indenture, lease, license, contract, agreement or other instrument or obligation to which the Company or any Company Subsidiary is a party or by which any of them or any of their properties or assets may be bound.
Partnership at will means a partnership in which the partners have not agreed to remain partners until the expiration of a definite term or the completion of a particular undertaking.
Contribution Agreement means that certain Contribution and Conveyance Agreement, dated as of the Closing Date, among the General Partner, the Partnership, the Operating Partnership and certain other parties, together with the additional conveyance documents and instruments contemplated or referenced thereunder, as such may be amended, supplemented or restated from time to time.
Asset Management Agreement means, as the context requires, any agreement entered into between a Series and an Asset Manager pursuant to which such Asset Manager is appointed as manager of the relevant Series Assets, as amended from time to time.