Description of Program and Units Sample Clauses

Description of Program and Units. (a) The Managing General Partner, a Pennsylvania corporation, will be the sole managing general partner of up to three limited partnerships which will be named as follows: (i) Atlas Resources Public #17-2007(A) L.P.; (ii) Atlas Resources Public #17-2008(B) L.P.; and (iii) Atlas Resources Public #17-2008(C) L.P. On behalf of the Program and the Partnerships, a Registration Statement on Form S-1 (Registration No. 333-144070) relating to the offer and sale of the limited partner and investor general partner interests in the Partnerships, which are referred to as the “Units,” was filed on June 27, 2007 with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended, which is referred to as the “Act.” The Registration Statement has been declared effective by the Commission and the Partnerships and the Units are described in the Prospectus that forms a part of the Registration Statement. As used in this Agreement, the terms “Prospectus” and “Registration Statement” refer solely to the Prospectus and Registration Statement, as amended, described above, except that: (i) from and after the date on which any post-effective amendment to the Registration Statement is declared effective by the Commission, the term “Registration Statement” shall refer to the Registration Statement as amended by that post-effective amendment, and the term “Prospectus” shall refer to the Prospectus then forming a part of the Registration Statement; and (ii) if the Prospectus filed by the Managing General Partner pursuant to Rule 424(b) or (c) promulgated by the Commission under the Act differs from the Prospectus on file with the Commission at the time the Registration Statement or any post-effective amendment thereto shall have become effective, the term “Prospectus” shall refer to the Prospectus filed pursuant thereto from and after the date on which it was filed. Terms defined in the Prospectus and not otherwise defined in this Agreement shall have the meanings set forth in the Prospectus. (b) The Units will be sold at a price of $10,000 per Unit subject to the discounts for certain investors set forth in Section 4(c) of this Agreement for certain investors. Subject to the receipt and acceptance by the Managing General Partner of the minimum subscription proceeds of $2,000,000 in a Partnership by its Offering Termination Date for each Partnership as described in the Prospectus (the “Offering Termination Date”), the Managing General Partner ma...
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Description of Program and Units. (a) The Managing General Partner, a Pennsylvania corporation, proposes to be the sole managing general partner of up to three limited partnerships formed or to be formed under the Delaware Revised Uniform Limited Partnership Act. The Partnerships will be named as follows: (i) Atlas America Public #14-2004 L.P.; (ii) Atlas America Public #14-2005(A) L.P.; and (iii) Atlas America Public #14-2005(B) L.P. On behalf of the Program and the Partnerships, a Registration Statement on Form S-1 (Registration No. 333-117035) relating to the offer and sale of the limited partner and investor general partner interests in the Partnerships, which are referred to as the "Units," was filed on June 30, 2004 with the Securities and Exchange Commission (the "Commission") under the Securities Act of 1933, which is referred to as the "Act." The Registration Statement has been declared effective by the Commission and the Partnerships and the Units are described in the Prospectus (the "Prospectus") that forms a part of the Registration Statement. As used in this Agreement, the terms "Prospectus" and "Registration Statement" refer solely to the Prospectus and Registration Statement, as amended, described above, except that: (i) from and after the date on which any post-effective amendment to the Registration Statement is declared effective by the Commission, the term "Registration Statement" shall refer to the Registration Statement as amended by that post-effective amendment, and the term "Prospectus" shall refer to the Prospectus then forming a part of the Registration Statement; and
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Description of Program and Units. (a) Atlas Resources, Inc., a Pennsylvania corporation, is the sole Managing General Partner of the Partnership, which was formed as a limited partnership under the Delaware Revised Uniform Limited Partnership Act. (b) The Units being offered and the offering are described in the Private Placement Memorandum dated July 15, 2005, which is referred to as the "Private Placement Memorandum." The Managing General Partner has packaged each numbered Private Placement Memorandum, together with a copy of each item of sales materials that it has approved for use with potential investors in the Partnership, which are collectively referred to as the "Sales Literature," in kits, which are referred to as the "Private Placement Memorandum Kits." Terms defined in the Private Placement Memorandum and not otherwise defined in this Agreement shall have the meanings set forth in the Private Placement Memorandum. (c) The Partnership will issue and sell the Units at a price of $25,000 per Unit subject to the discounts set forth in Section 4(c) of this Agreement for certain investors. Subject to the receipt and acceptance by the Managing General Partner of the minimum subscription proceeds of $2,000,000 in the Partnership by its Offering Termination Date as described in the Private Placement Memorandum (the "Offering Termination Date"), the Managing General Partner may break escrow and use the subscription proceeds for the Partnership's drilling activities, which is referred to as the "Initial Closing Date." The subscription period for the Partnership will be as described in the Private Placement Memorandum. Also, the maximum subscription proceeds must not exceed $35 million. The Managing General Partner will notify you and the "Selling Agents," as defined below, of the Initial Closing Date for the Partnership. The Managing General Partner, its officers, directors, and affiliates may buy, for investment purposes only, the number of Units equal to the minimum subscription proceeds of $2,000,000 required for the Partnership to begin operations.
Sample 1
Description of Program and Units. (a) The Managing General Partner, a Pennsylvania corporation, proposes to be the sole managing general partner of the up to four limited partnerships to be formed under the Delaware Revised Uniform Limited Partnership Act. The Partnerships will be named as follows: (i) Atlas America Public #12-2003 Limited Partnership; (ii) Atlas America Public #12-2004(A) Limited Partnership; and (iii) Atlas America Public #12-2004(B)
Sample 1
Description of Program and Units. The Managing General Partner, a Pennsylvania corporation, will be the sole managing general partner of up to two limited partnerships which will be named as follows:
Sample 1
Description of Program and Units. (a) The Managing General Partner, a Pennsylvania corporation, is the sole managing general partner of up to two limited partnerships formed under the Delaware Revised Uniform Limited Partnership Act. The Partnerships will be named as follows: (i) Atlas America Series 25-2004(A) L.P.; and (ii) Atlas America Series 25-2004(B) L.P. Terms defined in the Private Placement Memorandum and not otherwise defined in this Agreement shall have the meanings set forth in the Private Placement Memorandum. (b) The Partnerships will issue and sell the Units at a price of $25,000 per Unit subject to the discounts set forth in Section 4(c) of this Agreement for certain investors. Subject to the receipt and acceptance by the Managing General Partner of the minimum subscription proceeds of $1,000,000 in a Partnership by its Offering Termination Date for each Partnership as described in the Private Placement Memorandum (the "Offering Termination Date"), the Managing General Partner may break escrow and use the subscription proceeds for the Partnership's drilling activities, which is referred to as the "Initial Closing Date." The subscription period for each Partnership will be as described in the Private Placement Memorandum, which includes any supplement. Also, the maximum subscriptions of all the Partnerships, in the aggregate, must not exceed $60 million. The Managing General Partner will notify you and the "Selling Agents," as defined below, of the Initial Closing Date for each Partnership. The Managing General Partner, its officers, directors, and affiliates may buy, for investment purposes only, the number of Units equal to the minimum subscription proceeds of $1,000,000 required for a Partnership to begin operations.
Sample 1

Related to Description of Program and Units

  • Description of Units Subject to the terms hereof the Fund proposes to issue and to offer for sale an aggregate of 15,000,000 of its limited liability company member units (the “Units”), at a price of $10 per Unit through you and those licensed brokers, if any, designated by you.

  • DESCRIPTION OF PROJECT For the Company to be eligible to earn the Maximum Credit Amount, the Company will satisfy its obligations as reflected in the following representations, which the IEDC has relied upon: A. The Company will complete the Project at the Project Location. B. The Company represents that the number of permanent, Full-Time Employees (as defined in Indiana Code § 6–3.1–13–4) from whom Indiana state income tax withholdings are retained by the State of Indiana, employed as of the Commencement Date at the Project Location, is the Base Employment Number. C. The Project will result in the creation of New Employees (as defined in Indiana Code § 6- 3.1-13-6) at the Project Location of at least the Additional Jobs Commitment. D. The average of the hourly wages, before benefits, paid to New Employees at the Project Location, will at least equal the Average Wage Commitment. E. At the discretion of the IEDC, New Employees that are paid an average wage of less than the Minimum Wage Commitment may be excluded for the purpose of calculating the credit amount. F. The Project is anticipated to involve at least the Capital Investment Amount.

  • Description of Projects Services a. Project/Services to be performed by A-E shall consist of the work as specified herein and as required in Attachment A. If in the event Attachment A shall be in conflict with any provision of this Contract, the wording as set forth in Attachment A shall prevail. b. A-E shall be responsible for submitting all Projects/Services to County in a form which has been thoroughly reviewed and checked for completeness, accuracy and consistency by the registered professional named in Section 1.1.2 herein; and, any Projects/Services not meeting this requirement will be returned to A-E prior to review by County.

  • Description of Processing Include a description of how the disclosed information will be processed by each receiving party.

  • DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS (a) Maintenance of Copyright Notices.

  • Terms of procurement Terms of submission: Maximum number of lots for which one tenderer can submit tenders: 0

  • Changes in Form of Purchase Option This form of Purchase Option need not be changed because of any change pursuant to this Section, and Purchase Options issued after such change may state the same Exercise Price and the same number of Units as are stated in the Purchase Options initially issued pursuant to this Agreement. The acceptance by any Holder of the issuance of new Purchase Options reflecting a required or permissive change shall not be deemed to waive any rights to an adjustment occurring after the Commencement Date or the computation thereof.

  • Incorporation of Plan Provisions These Terms and Conditions and the Agreement are made pursuant to the Plan, the provisions of which are hereby incorporated by reference. Capitalized terms not otherwise defined herein shall have the meanings set forth for such terms in the Plan. In the event of a conflict between the terms of these Terms and Conditions and the Agreement and the Plan, the terms of the Plan shall govern.

  • Rights of Limited Partners Relating to the Partnership A. In addition to other rights provided by this Agreement or by the Act, and except as limited by Section 8.5.C, each Limited Partner shall have the right, for a purpose reasonably related to such Limited Partner’s interest as a limited partner in the Partnership, upon written demand with a statement of the purpose of such demand and at such Limited Partner’s expense: (1) to obtain a copy of the most recent annual and quarterly reports filed with the Securities and Exchange Commission by the General Partner pursuant to the Exchange Act, and each communication sent to the stockholders of the General Partner; (2) to obtain a copy of the Partnership’s federal, state and local income tax returns for each Partnership Year; (3) to obtain a current list of the name and last known business, residence or mailing address of each Partner; (4) to obtain a copy of this Agreement and the Certificate and all amendments thereto, together with executed copies of all powers of attorney pursuant to which this Agreement, the Certificate and all amendments thereto have been executed; and (5) to obtain true and full information regarding the amount of cash and a description and statement of any other property or services contributed by each Partner and which each Partner has agreed to contribute in the future, and the date on which each became a Partner. B. The Partnership shall notify each Limited Partner in writing of any adjustment made in the calculation of the REIT Shares Amount within a reasonable time after the date such change becomes effective. C. Notwithstanding any other provision of this Section 8.5, the General Partner may keep confidential from the Limited Partners, for such period of time as the General Partner determines in its sole and absolute discretion to be reasonable, any information that (i) the General Partner believes to be in the nature of trade secrets or other information the disclosure of which the General Partner in good faith believes is not in the best interests of the Partnership or (ii) the Partnership or the General Partner is required by law or by agreements with unaffiliated third parties to keep confidential.

  • Description of Property A narrative description of the Real Estate, the improvements thereon and the tenants and Leases relating to such Real Estate.

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