Continuation of Partnership Business Sample Clauses

Continuation of Partnership Business. (a) Procedure if there is a Remaining General Partner. Upon the Withdrawal of a General Partner, the remaining General Partner or Partners, if any, shall promptly notify the Limited Partners of such Withdrawal. The remaining General Partner or Partners may elect to continue the Partnership business. If such General Partner or Partners so elect, the Limited Partners hereby elect to continue the business of the Partnership. If at any time The Xxxxx Company or a successor General Partner with substantial net worth shall Withdraw as a General Partner, the remaining General Partners or Partner may (but shall not be obligated to), propose for admission a Substitute General Partner or General Partners. Any such proposed Substitute General Partner shall, with the Consent of the other General Partners, and with the Consent of a majority in interest of the Investor Limited Partners, become a Substitute General Partner upon his or its execution of this Agreement. Provided that the Consent of a majority in interest of the Investor Limited Partners is obtained as specified in Section 13 hereof, the Investor Limited Partners hereby specifically and unanimously consent to such admission of a Substitute General Partner. (b) Procedure if there is no Remaining General Partner. If, following the Withdrawal of a General Partner, there is no remaining General Partner or Substitute General Partner, any Investor Limited Partner may notify the other Limited Partners of such circumstances and may propose for admission a Substitute General Partner. Any Substitute General Partner proposed by such Investor Limited Partner pursuant to this Section 9.5(b) shall, with the Consent of a majority in interest of the Investor Limited Partners, become a Substitute General Partner upon his or its execution of this Agreement. Provided that the Consent of a majority in interest of the Investor Limited Partners is obtained as specified in Section 13 hereof, the Investor Limited Partners hereby specifically and unanimously consent to such admission of a Substitute General Partner. If no Substitute General Partner has received the Consent of a majority in interest of the Investor Limited Partners and executed this Agreement within one-hundred eighty (180) days from the date of the last remaining General Partner's Withdrawal, then the Partnership shall thereupon terminate.
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Continuation of Partnership Business. If, following the Withdrawal or Removal of a General Partner, there is no remaining General Partner, any Limited Partner may notify the other Limited Partners of such circumstances. Any Limited Partner may then propose for admission a substitute General Partner. A substitute General Partner proposed pursuant to this Section 8.8 shall, with the specific written consent of Limited Partners representing a Voting Interest of the Limited Partners of at least sixty-six and two-thirds percent (66-2/3%), excluding from the vote any Limited Partner that is an AVB Affiliate, become a substitute General Partner as of the date of Withdrawal or Removal of the former General Partner, upon his or its execution of this Agreement and shall thereupon continue the Partnership business. If no substitute General Partner has received such consent of the Limited Partners and executed this Agreement within ninety (90) days from the date of the General Partner’s Withdrawal or Removal, then the Partnership shall thereupon terminate and dissolve in accordance with Article 10 hereof. 9.
Sample 1
Continuation of Partnership Business. (a) PROCEDURE IF THERE IS A REMAINING GENERAL PARTNER. Upon the Withdrawal of a General Partner, the remaining General Partner or Partners, if any, shall promptly notify the Limited Partners and Unitholders of such Withdrawal. The remaining General Partner or Partners may elect to continue the Partnership business. If at any time The Krupp Company Limited Partnership-IV or a successor General Partner with xxxxtantial net worth shall Withdraw as a General Partner, the remaining General Partners or Partner may (but shall not be obligated to) propose for admission a Substitute General Partner or General Partners, unless a Substitute General Partner shall have already been proposed by the Limited Partners pursuant to Section 13 hereof. Any such proposed Substitute General Partner shall, with the specific written consent of the other General Partners and of the Limited Partners with respect to not less than a majority of the Limited Partner Interests, become a Substitute General Partner upon his or its execution of this Agreement.
Sample 1
Continuation of Partnership Business. In the event the number of partners is reduced to one, or in the event that any partner or partners withdraw from the Partnership, the remaining partner shall be entitled to continue the business of the Partnership under the Partnership name after dissolution. All former partners shall have a continuing obligation in favor of the sole remaining partner to cooperate in the orderly transfer of all contracts with the State of Minnesota, or any of its subdivisions, to the sole remaining partner.
Sample 1
Continuation of Partnership Business. Checkers may continue to carry on the business of CHA under the partnership name without winding up the partnership affairs.
Sample 1
Continuation of Partnership Business. In the event that the General Partner withdraws from the Partnership, the General Partner, or its estate, successors or legal representatives, shall deliver to the Limited Partners Notice stating the reasons for such withdrawal. If, within 90 days following such withdrawal, any Person shall be admitted to the Partnership as a Substitute General Partner, such Substitute General Partner shall execute a counterpart of this Agreement and the business of the Partnership shall continue. If no Substitute General Partner shall have been so admitted to the Partnership within 90 days following the date of the General Partner's withdrawal, then the Partnership shall be dissolved.
Sample 1
Continuation of Partnership Business. 2.1. The Retiring Partner will hereby retire and shall be deemed to have ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ [ ■ ■ ■ ■ ■ ■ ■ ■ ■
Sample 1
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Related to Continuation of Partnership Business

  • Continuation of Partnership The Partners hereby continue the Partnership as a limited partnership pursuant to the provisions of the Act and upon the terms and conditions set forth in this Agreement. Except as expressly provided herein to the contrary, the rights and obligations of the Partners and the administration and termination of the Partnership shall be governed by the Act. The Partnership Interest of each Partner shall be personal property for all purposes.

  • Continuation of the Business of the Partnership After Dissolution Upon (a) dissolution of the Partnership following an Event of Withdrawal caused by the withdrawal or removal of the General Partner as provided in Section 11.1(a)(i) or (iii) and the failure of the Partners to select a successor to such Departing General Partner pursuant to Section 11.1 or Section 11.2, then, to the maximum extent permitted by law, within 90 days thereafter, or (b) dissolution of the Partnership upon an event constituting an Event of Withdrawal as defined in Section 11.1(a)(iv), (v) or (vi), then, to the maximum extent permitted by law, within 180 days thereafter, the holders of a Unit Majority may elect to continue the business of the Partnership on the same terms and conditions set forth in this Agreement by appointing as a successor General Partner a Person approved by the holders of a Unit Majority. Unless such an election is made within the applicable time period as set forth above, the Partnership shall conduct only activities necessary to wind up its affairs. If such an election is so made, then: (i) the Partnership shall continue without dissolution unless earlier dissolved in accordance with this Article XII; (ii) if the successor General Partner is not the former General Partner, then the interest of the former General Partner shall be treated in the manner provided in Section 11.3; and (iii) the successor General Partner shall be admitted to the Partnership as General Partner, effective as of the Event of Withdrawal, by agreeing in writing to be bound by this Agreement; provided, however, that the right of the holders of a Unit Majority to approve a successor General Partner and to continue the business of the Partnership shall not exist and may not be exercised unless the Partnership has received an Opinion of Counsel that (x) the exercise of the right would not result in the loss of limited liability of any Limited Partner under the Delaware Act and (y) neither the Partnership nor any Group Member would be treated as an association taxable as a corporation or otherwise be taxable as an entity for federal income tax purposes upon the exercise of such right to continue (to the extent not already so treated or taxed).

  • Formation of Partnership The Managing GP, the Liquidation GP and the Limited Partner agreed to and formed a limited partnership pursuant to the laws of the Province of Ontario on October 5, 2007. The parties hereto have agreed to confirm their agreements relating to the Partnership on the terms and conditions set out in this Agreement. The Partnership will be effective as a limited partnership from October 5, 2007, the date on which the Declaration was filed in accordance with the LP Act, and the Partnership will file any documents necessary as a result of the amendments reflected in this Agreement.

  • Termination of Partnership The Partnership shall terminate when all assets of the Partnership, after payment of or due provision for all Liabilities of the Partnership, shall have been distributed to the Partners in the manner provided for in this Agreement, and the Certificate shall have been canceled in the manner provided by the Act.

  • CONTINUATION OF COMPANY In the event of an occurrence described in Section 1.04, if there is at least (1) one remaining Member, the remaining Member has the right to continue the business of the Company. The remaining Member’s successor, assignee, or transferee may continue the business of the Company, provided the successor, assignee, or transferee consents to the continuation in writing and submits any necessary filings to the office of the Secretary of State.

  • Negation of Partnership Landlord shall not become or be deemed a partner or a joint venturer with Tenant by reason of the provisions of this Lease.

  • Dissolution of Partnership 53 Section 15.2 Return of Capital Contribution upon Dissolution......

  • Formation of the Partnership The Partnership was formed as a limited partnership pursuant to the provisions of the Act and the Original Agreement and continued upon the terms and subject to the conditions set forth in this Agreement. Except as expressly provided herein to the contrary, the rights and obligations of the Partners and administration and termination of the Partnership shall be governed by the Act. The Partnership Interest of each Partner shall be personal property for all purposes.

  • Continuation of or Change in Business Each of the Loan Parties shall not, and shall not permit any of its Unregulated Subsidiaries to, engage in any business other than a Permitted Business.

  • Continuation of Banking Business For the period commencing the first banking Business Day after Bank Closing and ending no earlier than the first anniversary of Bank Closing, the Assuming Institution will provide full service banking in the trade area of the Failed Bank. Thereafter, the Assuming Institution may cease providing such banking services in the trade area of the Failed Bank, provided the Assuming Institution has received all necessary regulatory approvals. At the option of the Assuming Institution, such banking services may be provided at any or all of the Bank Premises, or at other premises within such trade area. The trade area shall be determined by the Receiver. For the avoidance of doubt, the foregoing shall not restrict the Assuming Institution from opening, closing or selling branches upon receipt of the necessary regulatory approvals, if the Assuming Institution or its successors continue to provide banking services in the trade area. Assuming Institution will pay to the Receiver, upon the sale of a branch or branches within the year following the date of this agreement, fifty percent (50%) of any franchise premium in excess of the franchise premium paid by the Assuming Institution with respect to such branch or branches.

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