PARTNER APPROVAL RIGHTS. In addition to any other approval required by applicable law, the following matters shall require the approval of each Partner: (a) any merger or combination of the Partnership with another Person, or any reclassification, recapitalization, dissolution, liquidation or winding up of the Partnership; (b) any issuance, sale or buyback by the Partnership of Partnership Interests, or any other similar transactions; (c) any addition to or amendment or repeal of the Certificate or this Agreement; and (d) approval of the procedures by which the Board shall make capital calls of the Partners. Except as set forth in this Section 5.3, or as otherwise expressly provided in this Agreement, the Limited Partners shall have no other voting or consent rights.
Appears in 2 contracts
Samples: Agreement of Limited Partnership (NRG Retail LLC), Agreement of Limited Partnership (NRG Retail LLC)
PARTNER APPROVAL RIGHTS. In addition to any other approval required by applicable law, the following matters shall require the approval of each Partner:
(a) any merger or combination of the Partnership with another Person, or any reclassification, recapitalization, conversion, dissolution, liquidation or winding up of the Partnership;
(b) any issuance, sale or buyback by the Partnership of Partnership Interests, or any other similar transactions;
(c) any addition to or amendment or repeal of the Certificate or this AgreementCertificate; and
(d) approval any disposition of the procedures by which the Board shall make capital calls a Partnership Interests or creation of the Partnersone or more additional Partnership Interests. Except as set forth in this Section 5.36.02, or as otherwise expressly provided in this Agreement, the Limited Partners Partner(s) shall have no other voting or consent rights.
Appears in 1 contract
Samples: Limited Partnership Agreement (Rosetta Resources Offshore, LLC)
PARTNER APPROVAL RIGHTS. In addition to any other approval required by applicable law, the following matters shall require the approval of each Partner:
(a) any merger or combination of the Partnership with another Person, or any reclassification, recapitalization, dissolution, liquidation or winding up of the Partnership;
(b) any issuance, sale or buyback by the Partnership of Partnership Interests, or any other similar transactions;
(c) any addition to or amendment or repeal of the Certificate or this Agreement; and
(d) approval of the procedures by which the Board shall make capital calls of the Partners. Except as set forth in this Section 5.36.03, or as otherwise expressly provided in this Agreement, the Limited Partners shall have no other voting or consent rights.
Appears in 1 contract
Samples: Limited Partnership Agreement (WUS Holding, L.L.C.)
PARTNER APPROVAL RIGHTS. In addition to any other approval required by applicable law, the following matters shall require the approval of each Partner:
(a) any merger or combination of the Partnership with another Person, or any reclassification, recapitalization, conversion, dissolution, liquidation or winding up of the Partnership;
(b) any issuance, sale or buyback by the Partnership of Partnership Interests, or any other similar transactions;
(c) any addition to or amendment or repeal of the Certificate or this the Agreement; and
(d) approval of the procedures by which the Board shall make capital calls of the Partners. Except as set forth in this Section 5.36.03, or as otherwise expressly provided in this Agreement, the Limited Partners Partner shall have no other voting or consent rights.
Appears in 1 contract
Samples: Partnership Agreement (Rosetta Resources Offshore, LLC)