Formation and Qualification of the Partnership. The Partnership has been duly formed and is validly existing in good standing as a limited partnership under the Delaware Revised Uniform Limited Partnership Act (the “Delaware LP Act”) with full partnership power and authority to own or lease its properties and to conduct its business in all material respects as described in each of the Time of Sale Information and the Offering Memorandum. The Partnership is duly registered or qualified as a foreign limited partnership for the transaction of business under the laws of each jurisdiction in which the character of the business conducted by it or the nature or location of the properties owned or leased by it makes such registration or qualification necessary, except where the failure to so register or qualify would not (i) have a material adverse effect on the condition (financial or otherwise), business, assets, results of operations or prospects of the Partnership Parties, taken as a whole, or on the performance by the Partnership Parties of their obligations under this Agreement, the Securities and the Guarantees (a “Material Adverse Effect”), or (ii) subject the limited partners of the Partnership to any material liability or disability.
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Samples: Registration Rights Agreement (Global Partners Lp), Purchase Agreement (Global Partners Lp)
Formation and Qualification of the Partnership. The Partnership has been duly formed and is validly existing in good standing as a limited partnership under the Delaware Revised Uniform Limited Partnership Act (the “Delaware LP Act”) with full partnership power and authority to own or lease its properties and to conduct its business in all material respects as described in each of the Time of Sale Information and the Offering Memorandum. The Partnership is duly registered or qualified as a foreign limited partnership for the transaction of business under the laws of each jurisdiction in which the character of the business conducted by it or the nature or location of the properties owned or leased by it makes such registration or qualification necessary, except where the failure to so register or qualify would not (i) individually or in the aggregate, have a material adverse effect on the condition (financial or otherwise), business, assets, results of operations or prospects of the Partnership PartiesParties and their subsidiaries, taken as a whole, or on the performance by the Partnership Parties of their obligations under this Agreement, the Securities and the Guarantees (a “Material Adverse Effect”), or (ii) subject the limited partners of the Partnership to any material liability or disability.
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Samples: Registration Rights Agreement (Global Partners Lp), Global Partners Lp
Formation and Qualification of the Partnership. The Partnership has been duly formed and is validly existing in good standing as a limited partnership under the Delaware Revised Uniform Limited Partnership Act (the “Delaware LP Act”) with full partnership power and authority to own or lease its properties and to conduct its business in all material respects as described in each of the Time of Sale Information Registration Statement and the Offering MemorandumProspectus. The Partnership is duly registered or qualified as a foreign limited partnership for the transaction of business under the laws of each jurisdiction in which the character of the business conducted by it or the nature or location of the properties owned or leased by it makes such registration or qualification necessary, except where the failure to so register or qualify would not (i) have a material adverse effect on the condition (financial or otherwise), business, assets, results of operations or prospects of the Partnership Parties, taken as a whole, or on the performance by the Partnership Parties of their obligations under this Agreement, the Securities and the Guarantees Agreement (a “Material Adverse Effect”), or (ii) subject the limited partners of the Partnership to any material liability or disability.
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Formation and Qualification of the Partnership. The Partnership (i) has been duly formed and is validly existing in good standing as a limited partnership under the Delaware Revised Uniform Limited Partnership Act (the “Delaware LP Act”) with full partnership power and authority to own or lease its properties and to conduct its business in all material respects as described in each of the Time of Sale Information Memorandum and the Offering Memorandum. The Partnership Memorandum and (ii) is duly registered or qualified as a foreign limited partnership for the transaction of business under the laws of each jurisdiction in which the character of the business conducted by it or the nature or location of the properties owned or leased by it makes such registration or qualification necessary, except where the failure to so register or qualify would not (i) have a material adverse effect on (x) the condition (financial or otherwise), business, assetsprospects, assets or results of operations or prospects of the Partnership PartiesPVR Entities, taken as a whole, or on (y) the performance by ability of the Partnership Parties of Obligors to perform their obligations under this Agreement, the Securities and the Guarantees Transaction Documents (a “Material Adverse Effect”), or (ii) subject the limited partners of the Partnership to any material liability or disability.
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Samples: Registration Rights Agreement (PVR Partners, L. P.)
Formation and Qualification of the Partnership. The Partnership has been duly formed and is validly existing in good standing as a limited partnership under the Delaware Revised Uniform Limited Partnership Act (the “Delaware LP Act”) with full partnership power and authority to own or lease its properties and to conduct its business in all material respects as described in each of the Time of Sale Information and the Offering MemorandumRegistration Statement. The Partnership is duly registered or qualified as a foreign limited partnership for the transaction of business under the laws of each jurisdiction in which the character of the business conducted by it or the nature or location of the properties owned or leased by it makes such registration or qualification necessary, except where the failure to so register or qualify would not (i) have a material adverse effect on the condition (financial or otherwise), business, assets, results of operations or prospects of the Partnership Parties, taken as a whole, or on the performance by the Partnership Parties or the Selling Unitholders of their respective obligations under this Agreement, the Securities and the Guarantees Agreement (a “Material Adverse Effect”), or (ii) subject the limited partners of the Partnership to any material liability or disability.
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Formation and Qualification of the Partnership. The Partnership has been duly formed and is validly existing in good standing as a limited partnership under the Delaware Revised Uniform Limited Partnership Act (the “Delaware LP Act”) with full partnership power and authority to own or lease its properties and to conduct its business in all material respects as described in each of the Time of Sale Information and the Offering Memorandum. The Partnership is duly registered or qualified as a foreign limited partnership for the transaction of business under the laws of each jurisdiction in which the character of the business conducted by it or the nature or location of the properties owned or leased by it makes such registration or qualification necessary, except where the failure to so register or qualify would not (i) have a material adverse effect on the condition (financial or otherwise), business, assets, results of operations or prospects of the Partnership PartiesParties and their subsidiaries, taken as a whole, or on the performance by the Partnership Parties of their obligations under this Agreement, the Securities and the Guarantees (a “Material Adverse Effect”), or (ii) subject the limited partners of the Partnership to any material liability or disability.
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