Examples of IMC Partner in a sentence
The IMC Partner and the FRP Partner each may, after the Closing Date, contribute to the Partnership their respective organizational costs, as defined in Section 709 of the Code, incurred in forming the Partnership.
The Partners agree that after the Closing Date the IMC Partner and the FRP Partner will consult with each other concerning negotiation, remediation and expenditures to be made by the Partnership or the Partners, as the case may be, for the Environmental Liabilities listed on Part I and Part II of Schedule 2.05(iv) to the Contribution Agreement (each a "Retained Environmental Liability").
Each Partner and its Affiliates, in dealing with IMC Representatives or Alternates or the FRP Representatives or Alternates, as the case may be, shall be entitled to rely conclusively upon the power and authority of such Representatives or Alternates to bind the IMC Partner or the FRP Partner, as the case may be, with respect to all matters unless and until it receives notice to the contrary in writing from the IMC Partner or the FRP Partner, as the case may be.
The Tax Matters Partner may request extensions to file any tax return or statement without the consent of, but shall so inform, the IMC Partner (or, with respect to the IMC GPCo Liquidation Period, Operations and IMC GPCo) and the FRP Partner.
In the event of a disagreement between the IMC Partner and the FRP Partner concerning the correct calculation of the allocations pursuant to this Article V, the correct calculation of such allocations shall be treated as a Major Decision and shall be determined by the Policy Committee, the CEOs or the Managing Partner, as the case may be, pursuant to Section 6.07(a) and Section 6.07(b).
If neither the IMC Partner nor the FRP Partner give the notice referred to in the first sentence of this Section 11.02, then, upon the expiration of the term of the Partnership, the affairs of the Partnership shall be wound up in accordance with the provisions of Article XII hereof.
If only one of the IMC Partner or the FRP Partner gives the notice referred to in the preceding sentence (the "Buying Partner"), the Buying Partner shall have the right and the obligation to purchase all, but not less than all, of such other Non-Managing Partner's Partnership Interest and the Managing Partner's Partnership Interest at the aggregate Transfer Price therefor.
The Managing Partner shall also cause the Partnership to take or to elect to take deductions under the most accelerated method available to the Partnership, unless both the IMC Partner (or, with respect to the IMC GPCo Liquidation Period, Operations and IMC GPCo) and the FRP Partner agree otherwise.
If the Buying Partner and such other Non-Managing Partner cannot agree upon a Transfer Price within sixty (60) days after the notice referred to in the first sentence of this Section 11.02, either the IMC Partner or the FRP Partner may, by notice to the other, invoke the Appraisal Procedure.
Any person selected by the IMC Partner or the FRP Partner to serve as an IMC Representative or an FRP Representative shall continue to serve in such capacity until such Partner shall have notified the other Partners in writing of his or her replacement.