Common use of Covenant Not to Withdraw, Transfer, or Dissolve Clause in Contracts

Covenant Not to Withdraw, Transfer, or Dissolve. Except as otherwise permitted by this Agreement, each of the General Partners hereby covenants and agrees not to (a) take any action to file a certificate of dissolution or its equivalent with respect to itself, (b) take any action that would cause a Voluntary Bankruptcy of the General Partner, (c) withdraw or attempt to withdraw from the Partnership, (d) exercise any power under the Act to dissolve the Partnership, (e) transfer all or any portion of its Interest in the Partnership as a General Partner, or (f) petition for judicial dissolution of the Partnership. Further, each of the General Partners hereby covenants and agrees to continue to carry out the duties of a General Partner hereunder until the Partnership is dissolved and liquidated pursuant to Section 12 hereof.

Appears in 2 contracts

Samples: Limited Partnership Agreement (OCI Resources LP), Limited Partnership Agreement (OCI Resources LP)

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Covenant Not to Withdraw, Transfer, or Dissolve. Except as otherwise permitted by this Agreement, each of the General Partners Partner hereby covenants and agrees not to (a) take any action to file a certificate of dissolution or its equivalent with respect to itself, (b) take any action that would cause a Voluntary Bankruptcy voluntary bankruptcy of the General Partner, (c) withdraw or attempt to withdraw from the Partnership, (d) exercise any power petition for judicial dissolution of the Partnership under 17-802 of the Act to dissolve the PartnershipAct, (e) transfer Transfer all or any portion of its Interest in the Partnership as a General Partner, except in accordance with the terms of Section 12.03 hereof, or (f) petition for judicial dissolution of exercise any power under the Act to dissolve the Partnership. Further, each of the General Partners Partner hereby covenants and agrees to continue to carry out the duties of a General Partner hereunder until the Partnership is dissolved and liquidated pursuant to Section 12 Article 13 hereof.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Resound Corp), Limited Partnership Agreement (Resound Corp)

Covenant Not to Withdraw, Transfer, or Dissolve. Except as otherwise permitted by this Agreement, each of the General Partners Partner hereby covenants and agrees not to (a) take any action to file a certificate of dissolution or its equivalent with respect to itself, (b) take any action that would cause a Voluntary Bankruptcy of the General Partner, (c) withdraw or attempt to withdraw from the Partnership, except in connection with a Transfer permitted under Section 10.3(a) or in connection with a sale of all of the General Partner's Partnership interest in accordance with the requirements of Article XIII, (dc) exercise any power under the Act to dissolve the Partnership, (ed) transfer all or any portion of its Interest his interest in the Partnership as a General Partner, except as provided herein or (fe) petition for judicial dissolution of the Partnership. Further, each of the General Partners Partner hereby covenants and agrees to continue to carry out the duties of a General Partner hereunder until the Partnership is dissolved and liquidated pursuant to Section 12 hereofArticle XII.

Appears in 1 contract

Samples: Limited Partnership Agreement (Kinder Morgan Energy Partners L P)

Covenant Not to Withdraw, Transfer, or Dissolve. Except as otherwise permitted by this Agreement, each of the General Partners Partner hereby covenants and agrees not to (a) take any action to .to file a certificate of dissolution or its equivalent with respect to itself, (b) take any action that would cause a Voluntary Bankruptcy of the such General Partner, (c) withdraw or attempt to withdraw from the Partnership, (d) exercise any power under the Act to dissolve the Partnership, (e) transfer Transfer all or any portion of its Interest in the Partnership as a General Partner, or (f) petition for judicial dissolution of the Partnership. Further, each of the General Partners Partner hereby covenants and agrees to continue to carry out the duties of a General Partner hereunder until the Partnership is dissolved and liquidated pursuant to Section 12 Article XII hereof.

Appears in 1 contract

Samples: Limited Partnership Agreement (Pepco Holdings Inc)

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Covenant Not to Withdraw, Transfer, or Dissolve. Except as otherwise permitted by this Agreement, each of the General Partners Partner hereby covenants and agrees not to (a) take any action to file a certificate of dissolution or its equivalent with respect to itself, ; (b) take any action that would cause a Voluntary Bankruptcy of the General Partner, ; (c) withdraw or attempt to withdraw from the Partnership, ; (d) exercise any power under the Delaware Act to dissolve the Partnership, ; (e) transfer Transfer all or any portion of its General Partner Interest in (other than to any Affiliate of the Partnership as a General Partner, ); or (f) petition for judicial dissolution of the Partnership. Further, each of the General Partners Partner hereby covenants and agrees to continue to carry out the duties of a General Partner hereunder until the Partnership is dissolved and liquidated pursuant to Section 12 Article XII hereof.

Appears in 1 contract

Samples: Limited Partnership Agreement (Molson Coors Capital Finance ULC)

Covenant Not to Withdraw, Transfer, or Dissolve. Except as otherwise permitted by this Agreement, each of the General Partners Partner hereby covenants and agrees not to (a) take any action to file a certificate of dissolution or its equivalent with respect to itself, ; (b1)) take any action that would cause a Voluntary Bankruptcy of the General Partner, ; (c) withdraw or attempt to withdraw from the Partnership, ; (d) exercise any power under the Delaware Act to dissolve the Partnership, ; (e) transfer Transfer all or any portion of its General Partner Interest in (other than to any Affiliate of the Partnership as a General Partner, ); or (f) petition for judicial dissolution of the Partnership. Further, each of the General Partners Partner hereby covenants and agrees to continue to carry out the duties of a General Partner hereunder until the Partnership is dissolved and liquidated pursuant to Section 12 Article XII hereof.

Appears in 1 contract

Samples: Limited Partnership Agreement (Jacob Leinenkugel Brewing Co., LLC)

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