Register of Limited Partners Sample Clauses

Register of Limited Partners. The General Partner shall at all times maintain, or cause to be maintained by a registrar and transfer agent which may be appointed by the General Partner, a Register of Limited Partners in the City of Toronto which shall contain the name and address of each Limited Partner and the number of Units held by each Limited Partner.
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Register of Limited Partners. 1.12.1 The General Partner or a delegate shall maintain a Register of Limited Partners (the “Register”) containing: (a) a complete and up-to-date copy of this Agreement; (b) a list recording the data of all the Limited Partners, including any Additional Limited Partner admitted to the Partnership pursuant to Clause 1.10, featuring their first and last names, their professions and their private or professional addresses, or, in the case of legal entities, their corporate denominations or firm names, their legal forms, their exact addresses and their registration numbers in the commercial register if the legislation of the state governing the relevant legal entity provides for such a number, as well as the number and/or amounts of their Interest(s); (c) a record of each Transfer of Interest in accordance with the terms of the 1915 Law and the date of the General Partner’s written consent to such Transfer of Interest; and (d) a record of each withdrawal from the Partnership.
Register of Limited Partners. The General Partner will maintain at Willow LP’s principal place of business a current Register stating for each Limited Partner, the Limited Partner’s name, address, incorporation number, if any, the amount of money contributed by the Limited Partner to Willow LP and the number and Class of Units held by each Limited Partner. With the exception of any income tax information required to be sent to Limited Partners pursuant to the Income Tax Act and any other applicable tax legislation, no Limited Partner will be entitled to any certificate or other instrument from Willow LP or the General Partner evidencing the ownership of Units.
Register of Limited Partners. The General Partner will maintain at the Partnership’s principal place of business a current Register stating for each Limited Partner, the Limited Partner’s name, address, incorporation number, if any, the amount of money contributed by the Limited Partner to the Partnership and the number and class of Units held by each Limited Partner. With the exception of any income tax information required to be sent to Limited Partners pursuant to the Income Tax Act and any other applicable tax legislation, no Limited Partner will be entitled to any certificate or other instrument from the Partnership or the General Partner evidencing the ownership of Units.
Register of Limited Partners. As soon as practicable following the execution hereof by the parties hereto, the General Partner shall prepare the Register of Limited Partners in accordance with the Act and shall cause such register to be maintained at its registered office and to be available for inspection and copying during normal business hours in accordance with the Act. The General Partner shall keep the Register of Limited Partners current and shall amend such register to reflect the admission, removal and substitution of Limited Partners.
Register of Limited Partners. Register GP shall have provided to the Purchaser a copy of the Company’s register of limited partnership interests, certified by Register GP to be true and correct, reflecting the ownership of the Interests immediately prior to the Closing; and

Related to Register of Limited Partners

  • Certificate of Limited Partnership The General Partner has caused the Certificate of Limited Partnership to be filed with the Secretary of State of the State of Delaware as required by the Delaware Act. The General Partner shall use all reasonable efforts to cause to be filed such other certificates or documents that the General Partner determines to be necessary or appropriate for the formation, continuation, qualification and operation of a limited partnership (or a partnership in which the limited partners have limited liability) in the State of Delaware or any other state in which the Partnership may elect to do business or own property. To the extent the General Partner determines such action to be necessary or appropriate, the General Partner shall file amendments to and restatements of the Certificate of Limited Partnership and do all things to maintain the Partnership as a limited partnership (or a partnership or other entity in which the limited partners have limited liability) under the laws of the State of Delaware or of any other state in which the Partnership may elect to do business or own property. Subject to the terms of Section 3.4(a), the General Partner shall not be required, before or after filing, to deliver or mail a copy of the Certificate of Limited Partnership, any qualification document or any amendment thereto to any Limited Partner.

  • Formation of Limited Partnership (a) The Partnership is formed as a limited partnership pursuant to the Certificate and this Agreement. The Partners agree that their rights, duties and liabilities will be as provided in the Delaware Act, except as otherwise provided in this Agreement. The General Partner will cause the Certificate to be executed and filed in accordance with the Delaware Act and will cause to be executed and filed with applicable governmental authorities any other instruments, documents and certificates that the General Partner concludes may from time to time be required by the laws of the United States of America, the State of Delaware or any other jurisdiction in which the General Partner determines that the Partnership should do business, or any political subdivision or agency of any such jurisdiction, or that the General Partner determines is necessary or appropriate to effectuate, implement and continue the valid existence and business of the Partnership.

  • Admission of Limited Partners It is expressly agreed that this Agreement may be amended from time to time to reflect the admission of additional Limited Partners and the Company shall have full power and authority to execute and file such amendments pursuant to the power of attorney contained herein. Prior to being admitted to the Partnership, a Limited Partner shall agree in writing to be bound by and comply with all provisions of this Agreement. No other person or entity shall be admitted to the Partnership except with the prior written consent of the Company.

  • Rights of Limited Partners Except as otherwise provided in this Agreement, each Limited Partner shall look solely to the assets of the Partnership for the return of its Capital Contributions and shall have no right or power to demand or receive property other than cash from the Partnership. Except as otherwise provided in this Agreement, no Limited Partner shall have priority over any other Partner as to the return of its Capital Contributions, distributions, or allocations.

  • Transfers of Limited Partnership Interests 9.1 Restrictions on Transfer of Limited Partnership Interests.

  • Registration and Transfer of Limited Partner Interests (a) The General Partner shall keep or cause to be kept on behalf of the Partnership a register in which, subject to such reasonable regulations as it may prescribe and subject to the provisions of Section 4.5(b), the Partnership will provide for the registration and transfer of Limited Partner Interests.

  • Limited Liability of Limited Partners (1) Each Unit of Limited Partnership Interest, when purchased by a Limited Partner, subject to the qualifications set forth below, shall be fully paid and non-assessable.

  • Outside Activities of Limited Partners Subject to any agreements entered into by a Limited Partner or its Affiliates with the General Partner, Partnership or a Subsidiary, any Limited Partner and any officer, director, employee, agent, trustee, Affiliate or stockholder of any Limited Partner shall be entitled to and may have business interests and engage in business activities in addition to those relating to the Partnership, including business interests and activities in direct competition with the Partnership or that are enhanced by the activities of the Partnership. Neither the Partnership nor any Partners shall have any rights by virtue of this Agreement in any business ventures of any Limited Partner or Assignee. Subject to such agreements, none of the Limited Partners nor any other Person shall have any rights by virtue of this Agreement or the partnership relationship established hereby in any business ventures of any other Person, other than the Limited Partners benefiting from the business conducted by the General Partner, and such Person shall have no obligation pursuant to this Agreement to offer any interest in any such business ventures to the Partnership, any Limited Partner or any such other Person, even if such opportunity is of a character which, if presented to the Partnership, any Limited Partner or such other Person, could be taken by such Person.

  • Withdrawal of Limited Partners No Limited Partner shall have any right to withdraw from the Partnership; provided, however, that when a transferee of a Limited Partner’s Limited Partner Interest becomes a Record Holder of the Limited Partner Interest so transferred, such transferring Limited Partner shall cease to be a Limited Partner with respect to the Limited Partner Interest so transferred.

  • Certification of Limited Liability Company and Limited Partnership Interests Each interest in any limited liability company or limited partnership controlled by any Grantor and pledged hereunder shall be represented by a certificate, shall be a “security” within the meaning of Article 8 of the New York UCC and shall be governed by Article 8 of the New York UCC.

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