Formation of Limited Partnership. (a) The Partnership is formed as a limited partnership pursuant to the Certificate and this Agreement. The Partners agree that their rights, duties and liabilities will be as provided in the Delaware Act, except as otherwise provided in this Agreement. The General Partner will cause the Certificate to be executed and filed in accordance with the Delaware Act and will cause to be executed and filed with applicable governmental authorities any other instruments, documents and certificates that the General Partner concludes may from time to time be required by the laws of the United States of America, the State of Delaware or any other jurisdiction in which the General Partner determines that the Partnership should do business, or any political subdivision or agency of any such jurisdiction, or that the General Partner determines is necessary or appropriate to effectuate, implement and continue the valid existence and business of the Partnership.
(b) The Partnership is formed for the object and purpose of (and the nature of the business to be conducted by the Partnership is) engaging in any lawful activity for which limited partnerships may be formed under the Delaware Act and engaging in any and all activities necessary or incidental to the foregoing.
Formation of Limited Partnership. (a) The Parties hereby agree to form a limited partnership under the provisions of the Act and pursuant to the terms of this Agreement.
(b) The Declaration has been filed in accordance with the provisions of the Act and the BNRA. The General Partner shall take any and all other actions reasonably necessary to perfect and maintain the status of the Limited Partnership as a limited partnership under the Law of the province of Manitoba and shall cause amendments to the Declaration to be filed whenever required by the Act and the BNRA. Such amendments shall be executed by the General Partner. The General Partner shall also execute and cause to be filed such forms or declarations, and shall take such other actions, as may be necessary to perfect and maintain the status of the Limited Partnership as a limited partnership or similar entity under the Law of any jurisdiction in which the Limited Partnership conducts business. The General Partner and Limited Partner, at the request of the General Partner, shall execute and deliver as promptly as possible any documents that may be necessary or desirable to accomplish the purposes of this Agreement, to continue to qualify the Limited Partnership as a limited partnership under the Law of the Province of Manitoba, or to give effect to the continuation of the Limited Partnership under applicable Law of any other jurisdiction in which the Limited Partnership conducts business.
(c) The Limited Partnership shall continue until terminated in accordance with the provisions of this Agreement. Upon the dissolution of the Limited Partnership, the General Partner (or, in the event there is no General Partner, the Person responsible for the winding up and dissolution of the Limited Partnership), shall promptly execute and cause to be filed all appropriate documentation required in accordance with the Act and the BNRA and under the Law of any other jurisdictions in which the Limited Partnership has registered to conduct business.
Formation of Limited Partnership. The parties hereby enter into a limited partnership (the “Partnership”) under the provisions of the Limited Partnership Act of the State of Illinois, and the rights and liabilities of the Partners shall be provided in that Act except as herein otherwise expressly provided.
Formation of Limited Partnership. The General Partner has previously formed the Partnership as a limited partnership pursuant to the provisions of the Act and the parties hereto hereby agree to amend and restate the original Limited Partnership Agreement of the Partnership in its entirety. The parties hereto acknowledge that they intend that the Partnership be taxed as a partnership and not as an association taxable as a corporation for federal income tax purposes. No election may be made to treat the Partnership as other than a partnership for federal income tax purposes.
Formation of Limited Partnership. The Partners hereby agree to become partners and to form a limited partnership (the "Partnership") pursuant to Article 6132a-1 Tex. Rev. Civ.
Formation of Limited Partnership. The Partners hereby agree to form a limited partnership pursuant to the Act.
Formation of Limited Partnership. The Partners have previously formed the Partnership as a limited partnership pursuant to the provisions of the Act, and the parties hereto hereby agree to amend and restate the Third Amended and Restated Limited Partnership Agreement. The parties hereto acknowledge that they intend that the Partnership be taxed as a partnership and not as an association taxable as a corporation for federal income tax purposes. No election may be made to treat the Partnership as other than a partnership for federal income tax purposes.
Formation of Limited Partnership. The parties hereby enter into a limited partnership (the “Partnership”) under the provisions of the Limited Partnership Act of the State of California, and the rights and liabilities of the Partners shall be provided in that Act except as herein otherwise expressly provided.
Formation of Limited Partnership. The Partners previously formed the Partnership as a limited partnership pursuant to and in accordance with the provisions of the Act. The General Partner filed, on behalf of the Partnership, a certificate of limited partnership with the office of the Secretary of State of Delaware on January 12, 2007. The filing of the certificate of limited partnership in such manner is hereby ratified and confirmed.
Formation of Limited Partnership. The parties hereby enter into a limited partnership (the “Partnership”) under the provisions of the Limited Partnership Act of the State of Texas, and the rights and liabilities of the Partners shall be provided in that Act except as herein otherwise expressly provided.
