Partnership Approvals. 1. The approval of (i) the General Partner and (ii) the sole member of the General Partner is required for the Partnership and General Partner, respectively, actions specified above, which approvals have been obtained.
2. With respect to such other Basic Documents that are to be executed at Closing and the performance of which is to occur after Closing, any authorizations, consents, approvals, waivers, licenses, qualifications, exemptions, filings, declarations, qualifications or registrations contemplated by such Basic Documents.
Partnership Approvals. The Limited Partners of Prime shall --------------------- have approved this Agreement and the transactions contemplated hereby in accordance with its Certificate of Limited Partnership and Limited Partnership Agreement.
Partnership Approvals. (a) Weeks OP represents and warrants to Duke OP that as of the date of this Agreement it has obtained all the written consents of the holders of Weeks OP Units required to approve the OP Merger and this Agreement and the transactions contemplated by this Agreement (the "Weeks OP Approvals"). ------------------
(b) Duke OP represents and warrants to Weeks OP that as of the date of this Agreement it has obtained all the written consents of the holders of Duke OP Units required to approve the OP Merger and this Agreement and the transactions contemplated by this Agreement (the "Duke OP Approvals"). -----------------
Partnership Approvals. DETTCO shall have received a certificate, dated as of the Closing Date, signed by the Secretary or Assistant Secretary of the General Partner certifying (i) the accuracy and completeness of the copies of, as well as the current effectiveness of, the resolutions to be attached thereto of (A) the Special Committee of the Board of Directors of the General Partner authorizing the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated herein and (B) resolutions of the Board of Directors of the General Partner establishing the Special Committee and approving the Amended Limited Partnership Agreement and the issuance and sale of the Class B Units, (ii) the incumbency of the officers executing this Agreement on behalf of Partnership and any documents to be executed and delivered by Partnership or its Affiliates at the Closing, and (iii) that attached to the certificate are true and correct copies of the Amended Limited Partnership Agreement and the charter documents and bylaws of the General Partner, as in force and effect on the Closing Date.
Partnership Approvals. The affirmative vote approving the Consolidation of Existing Investors holding more than 50% of the outstanding Units shall have been obtained; provided however, that at the Company's sole discretion, the Consolidation may occur between JetFleet II and the Company if only the required approval of JetFleet II Existing Investors is obtained.
Partnership Approvals. This Agreement shall have been duly and validly adopted and approved by the partners of each of the Subject Partnerships in accordance with the partnership agreement of such Subject Partnership, Nasdaq National Market rules (if applicable) and Applicable Law; and by all NPI Owners.
Partnership Approvals. The Investors holding a majority of outstanding BACs of each of Cap Source I and Cap Source II shall have approved the Merger and the dissenting Investors of the Partnerships have not elected to receive Notes exceeding $20,000,000 in principal amount.
Partnership Approvals. 69 ARTICLE XVI EXECUTION.........................................................70 THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INTERNATIONAL PRIVATE SATELLITE PARTNERS, L.P. THIS THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP is entered into as of _______________, 1996 by and among Orion Satellite Corporation, a Delaware corporation, as the General Partner, the persons named as Limited Partners on Schedule A and any other persons or entities who shall in the future execute and deliver this Agreement as additional or substitute Partners pursuant to the provisions hereof. The principal place of business of the General Partner and each Limited Partner are set forth on Schedule A.
Partnership Approvals. Notwithstanding anything in this Agreement to the contrary, except as set forth below in this Article XV, the execution, delivery and performance by the Partnership of the following agreements, documents and instruments (of which there may be one or more versions), among the Partnership and Partners or prospective partners of the Partnership or their Affiliates and other Persons which are dated on or prior to the date of this Agreement, or any amendments or amendment and restatements of such agreements, documents and instruments, are hereby authorized, approved, ratified and confirmed in all respects and do not violate or constitute a breach of or a default under any provision of this Agreement: subscription agreements, escrow agreements, communications satellite capacity agreements, option agreements, contingent communications satellite capacity agreements, Agreements of Principles regarding service offerings by the Partnership, agreements relating to marketing and related services with respect to the sale of the Partnership's international communications satellite facilities, agreements relating to distribution and sales representation with respect to the Partnership's services (which such agreements, consistent with the terms of Section 7.10, may be exclusive in nature and pursuant to which sales are not governed by contractual terms and conditions set solely by the General Partner), consent and agreement concerning the rights of one limited partner to transfer certain partnership interests, assignment and assumption between the General Partner and the Partnership, agreement regarding certain possible conveyances, agreement regarding preferred bidding, and such other agreements, documents and instruments to which the Partnership is a party dated on or prior to the date of this Agreement that have been entered into or executed by the Partnership. Nothing contained herein, however, shall constitute or reflect any approval or waiver of rights by any Limited Partner with respect to the execution, delivery or performance by the Partnership or the General Partner of any agreement which was not provided by the Partnership or the General Partner to such Limited Partner prior to the date hereof. [Signatures commence on next page]
Partnership Approvals. Limited Partners holding an aggregate of at least 2,588 Units, which constitutes an majority of the outstanding Units, shall have approved the Merger.
