Fourth Amended and Restated Partnership Agreement definition

Fourth Amended and Restated Partnership Agreement has the meaning set forth in the Recitals hereof.
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Fourth Amended and Restated Partnership Agreement has the meaning set forth in Section 2.1.
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Fourth Amended and Restated Partnership Agreement has the meaning assigned to such term in the recitals.
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Examples of Fourth Amended and Restated Partnership Agreement in a sentence

  • Immediately prior to the effectiveness of this Agreement, the General Partner was the sole owner of the Incentive Distribution Rights and the General Partner Interest (as defined in the Fourth Amended and Restated Partnership Agreement), which was evidenced by General Partner Units.

  • The Restructuring Common Units, when issued and delivered to the General Partner in accordance with the terms hereof, will be duly authorized, validly issued, fully paid (to the extent required by the Fourth Amended and Restated Partnership Agreement) and non-assessable (except as such non-assessability may be affected by Sections 17-303, 17-607 or 17-804 of the Delaware Act).

  • In accordance with Sections 13.3(b) and 13.3(c) of the Third Amended and Restated Partnership Agreement, the General Partner, in its individual capacity as the sole holder of the General Partner Interest and the Incentive Distribution Rights, hereby consents to and approves the amendments to the Third Amended and Restated Partnership Agreement to be effected by the Fourth Amended and Restated Partnership Agreement.

  • Without limiting the effect of the foregoing, the General Partner hereby agrees to the elimination of Section 6.4 in the Fourth Amended and Restated Partnership Agreement.

  • The General Partner and the Limited Partners previously entered into the Fourth Amended and Restated Partnership Agreement, and the General Partner hereby amends and restates the Fourth Amended and Restated Partnership Agreement in its entirety.

  • The General Partner has taken all necessary and appropriate limited liability company actions to authorize, execute and deliver this Agreement and each agreement and instrument to be executed and delivered by the General Partner pursuant hereto, including, without limitation, the Fourth Amended and Restated Partnership Agreement, and to consummate the transactions contemplated hereby and thereby.

  • At the Closing, (a) the General Partner shall deliver to MPLX the Fourth Amended and Restated Partnership Agreement, duly executed by the General Partner (in its capacity as the general partner of MPLX); and (b) MPLX shall deliver to the General Partner evidence reasonably satisfactory to the General Partner of the book-entry issuance of the Restructuring Common Units.

  • The corresponding units in SXL will be issued pursuant to the Fourth Amended and Restated Partnership Agreement of Sunoco Logistics Partners L.P., which will be executed at the effective time.

  • The General Partner has the limited liability company power and authority to enter into this Agreement and each agreement and instrument to be executed and delivered by the General Partner pursuant hereto, including without limitation, the Fourth Amended and Restated Partnership Agreement, and to perform all of its obligations and consummate the transactions contemplated hereby and thereby.

  • The parties hereto, pursuant to the authority contained in Article XIII of the Fourth Amended and Restated Partnership Agreement, do hereby amend and restate the Fourth Amended and Restated Partnership Agreement in its entirety, effective immediately, to continue the Partnership as a limited partnership pursuant to the provisions of the Delaware Act and to set forth the rights and obligations of the Partners and certain matters related thereto.


More Definitions of Fourth Amended and Restated Partnership Agreement

Fourth Amended and Restated Partnership Agreement has the meaning ascribed to such term in the Background to this Agreement. “Fully Diluted Basis” means, when calculating the number of Outstanding Units for any period: (1) the weighted average number of Outstanding Units of such period, plus (2) all Partnership Securities and options, rights, warrants and appreciation rights relating to an equity interest in the Partnership (a) that are convertible into or exercisable or exchangeable for Partnership Units that are senior to or pari passu with the Subordinated Units, (b) whose conversion, exercise or exchange price is less than the Current Market Price on the date of such calculation, (c) that may be converted into or exercised or exchanged for such Units prior to or during the Quarter immediately following the end of the period for which the calculation is being made without the satisfaction of any contingency beyond the control of the holder other than the payment of consideration and the compliance with administrative mechanics applicable to such conversion, exercise or exchange and (d) that were not converted into or exercised or exchanged for such Units during the period for which the calculation is being made; provided, however, that for purposes of determining the number of Outstanding Units on a Fully Diluted Basis when calculating whether the Subordination Period has ended or the Subordinated Units are entitled to convert into Common Units pursuant to Section 5.7, such Partnership Securities, options, rights, warrants and appreciation rights shall be deemed to have been Outstanding Units only for the four Quarters that comprise the last four Quarters of the measurement period; provided, further, that if consideration will be paid to any Group Member in connection with such conversion, exercise or exchange, the number of Units to be included in such calculation shall be that number equal to the difference between (i) the number of Partnership Units issuable upon such conversion, exercise or exchange and (ii) the number of Units that such consideration would purchase at the Current Market Price.
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Fourth Amended and Restated Partnership Agreement has the meaning ascribed to such term in the Background to this Agreement.
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Related to Fourth Amended and Restated Partnership Agreement

  • Original Partnership Agreement has the meaning set forth in the recitals to this Agreement.

  • Second Amended and Restated Credit Agreement shall have the meaning assigned to such term in the recitals of this Agreement.

  • Partnership Agreement means that certain First Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of the date hereof, as amended from time to time.

  • Limited Partnership Agreement means the Second Amended and Restated Agreement of Limited Partnership of the Partnership dated as of March 9, 2004, as amended from time to time.

  • Amended and Restated Credit Agreement has the meaning specified in the recitals to this Agreement.

  • Operating Partnership Agreement means the Amended and Restated Agreement of Limited Partnership of the Operating Partnership, as it may be amended, supplemented or restated from time to time.

  • Amendment and Restatement Agreement means the Amendment and Restatement Agreement, dated as of January 29, 2016, among the Borrowers, the Lenders party thereto and the Administrative Agent.

  • Borrower Partnership Agreement means the Limited Partnership Agreement of the Borrower dated as of January 17, 2014 as such agreement may be amended, restated, modified or supplemented from time to time with the consent of the Administrative Agent or as permitted under Section 10.10.

  • Partnership Agreements means, collectively, all of the Partnership Agreements.

  • Existing LLC Agreement is defined in the recitals to this Agreement.

  • Amended and Restated Bylaws means the Amended and Restated Bylaws of the Fund in effect at the time the Registration Statement relating to the Preferred Shares is declared effective by the Securities and Exchange Commission, specifying the powers, preferences and rights of the Preferred Shares.

  • MLP Partnership Agreement means the Amended and Restated Agreement of Limited Partnership of the MLP, as amended or restated from time to time.

  • Dealership Agreement means an oral or written agreement, either express or implied, between a supplier and a dealer which provides that the dealer is granted the right to sell, distribute, or service the supplier’s equipment, regardless of whether the equipment carries a trade name, trademark, service mark, logotype, advertisement, or other commercial symbol, and which provides evidence of a continuing commercial relationship between the supplier and the dealer.

  • Original LLC Agreement has the meaning set forth in the Recitals.

  • Second Amendment Agreement means that certain Second Amendment Agreement dated as of October 4, 2011, among Xxxxx 0, xxx Xxxxxxxx, Xxxxxxx Xxxxx Capital Corporation, as administrative agent and collateral agent, and the Tranche B II Term Lenders party thereto, providing for, among other things, the amendment and restatement of the 2009 Credit Agreement.

  • Membership Agreement means an agreement in the form of the Gas Supply Hub Membership Agreement in schedule 1.

  • Sponsorship Agreement means a document that estab- lishes an advanced licensee as a sponsor for a basic licensee.

  • Holdings LLC Agreement means the Third Amended and Restated Limited Liability Company Agreement of Holdings, dated on or about the date hereof, as such agreement may be amended from time to time.

  • MCIP Agreement means the Agreement for the Development of a Joint County Industrial and Business Park (2010 Park) dated as of December 1, 2010, as amended, between the County and Xxxxxxxx County, South Carolina, as the same may be further amended or supplemented from time to time, or such other agreement as the County may enter with respect to the Project to offer the benefits of the Special Source Revenue Credits to the Company hereunder.

  • Public-private partnership agreement means an agreement

  • Operating Agreement means this Operating Agreement as originally executed and as amended from time to time.

  • Initial LLC Agreement has the meaning set forth in the recitals to this Agreement.

  • Restatement Agreement has the meaning set forth in the introductory statement of this Agreement.

  • Asset Management Agreement means, as the context requires, any agreement entered into between a Series and an Asset Manager pursuant to which such Asset Manager is appointed as manager of the relevant Series Assets, as amended from time to time.

  • Amended and Restated Registration Rights Agreement has the meaning set forth in the Recitals.

  • Company LLC Agreement means the Limited Liability Company Agreement of the Company, dated as of October 23, 2006, as amended or restated from time to time.