Partnership Closing Certificate definition

Partnership Closing Certificate has the meaning set forth in Section 6.3(c).
Partnership Closing Certificate has the meaning set forth in Section 6.3(c). “Partnership Group” means, collectively, the Partnership and its Subsidiaries. “Partnership Indemnitees” has the meaning set forth in Section 8.2.
Partnership Closing Certificate has the meaning set forth in Section 6.3(c). “Partnership Group” has the meaning set forth in the Partnership Agreement. “Partnership Indemnitees” has the meaning set forth in Section 8.2. “Partnership Material Adverse Effect” means any change, circumstance, effect or condition that materially adversely affects, delays or prohibits, or could reasonably be expected to materially adversely affect, delay or prohibit, (a) the business, financial condition, assets, liabilities or results of operations of the Partnership Group, taken as a whole, or (b) a Partnership Party’s ability to satisfy its obligations under the Transaction Documents or to consummate the transactions contemplated by the Transaction Documents. “Partnership Parties” means the General Partner, the Partnership and the Operating Company. “Party” and “Parties” have the meanings set forth in the preamble to this Agreement. “Percentage Interest” has the meaning set forth in the Partnership Agreement. “Person” means an individual or a corporation, firm, limited liability company, partnership, joint venture, trust, unincorporated organization, association, government agency or political subdivision thereof or other entity. Appendix I (Page 4) “Proceedings” has the meaning set forth in Section 3.5. “Public Unitholders” has the meaning set forth in the recitals to this Agreement. “Securities Act” means the Securities Act of 1933, as amended. “Services Agreement” means that certain First Amended and Restated Operational Services Agreement, by and between CNX and the Partnership, substantially in the form attached as Exhibit D. “Sponsor Material Adverse Effect” means any change, circumstance, effect or condition that materially adversely affects, delays or prohibits, or could reasonably be expected to materially adversely affect, delay or prohibit, CONE Gathering’s ability to satisfy its obligations under the Transaction Documents or to consummate the transactions contemplated by the Transaction Documents. “Subject Interests” has the meaning set forth in Section 2.1(c). “Tax” or “Taxes” means any federal, state, local or foreign income tax, ad valorem tax, excise tax, sales tax, use tax, franchise tax, real or personal property tax, transfer tax, gross receipts tax or other tax, assessment, duty, fee, levy or other governmental charge, together with and including, any and all interest, fines, penalties, assessments, and additions to Tax resulting from, relating to, or incurred in connection with any of ...

More Definitions of Partnership Closing Certificate

Partnership Closing Certificate has the meaning given to such term in Section 7.1(d). “Partnership Parties” has the meaning given to such term in the preamble hereto. “Party” and “Parties” have the meanings given to such terms in the preamble hereto. “Permit” means all franchises, grants, authorizations, licenses, permits, easements, certificates of need, variances, exemptions, consents, certificates, approvals and orders.
Partnership Closing Certificate means a certificate dated the Closing Date and signed by an authorized officer of the General Partner confirming the matters set forth in clauses (a) and (b) of Section 6.2, on behalf of the Partnership and the General Partner.

Related to Partnership Closing Certificate

  • Closing Certificate means the closing certificate of the Company in the form of Exhibit B hereto.

  • Buyer Closing Certificate has the meaning set forth in Section 7.03(d).

  • Seller Closing Certificate has the meaning set forth in Section 7.02(d).

  • Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.

  • Closing Certificates means the officer’s certificates referenced in Section 7.3 and Section 8.3.

  • Pricing Certificate means a Pricing Certificate substantially in the form of Exhibit C hereto, properly completed and signed by an Authorized Officer of the Borrower.

  • practising certificate means a document issued by the Relevant Professional Body entitling you to provide legal services;

  • Closing Date Certificate means a Closing Date Certificate substantially in the form of Exhibit F-1.

  • Ownership Certificate An equity certificate representing a 100% undivided beneficial ownership interest in the Trust, substantially in the form attached as part of Exhibit A to the Trust Agreement.

  • Post-Closing Agreement shall have the meaning set forth in Section 8.9.

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Placement Agent, the Company and the Escrow Agent pursuant to which the Investors shall deposit their Investment Amounts with the Escrow Agent to be applied to the transactions contemplated hereunder, in the form of Exhibit B hereto.

  • Voting Certificate means, in relation to any Meeting a certificate in the English language issued by a Paying Agent for Holders of Bearer Notes and dated in which it is stated:

  • Servicing Certificate A certificate completed and executed by a Servicing Officer on behalf of the Master Servicer in accordance with Section 4.01 of the Servicing 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.

  • Closing Date Acquisition Agreement shall have the meaning assigned to such term in the recitals hereto.

  • Closing Notice Has the meaning specified in the NPA. Company: Has the meaning specified in the first paragraph of this Trust Supplement.

  • Final Closing Statement has the meaning set forth in Section 2.4(a).

  • Buyer Certificate means a certificate to the effect that each of the conditions specified in clauses (a) through (c) (insofar as clause (c) relates to Legal Proceedings involving the Buyer) of Section 5.3 is satisfied in all respects.

  • Draft Closing Statement means a draft closing statement as of the close of business of the fifth (5th) Business Day immediately preceding the Closing Date setting forth an estimate of the Purchase Price (including all adjustments and prorations thereto).

  • Private Certificate As specified in the Preliminary Statement.

  • Series Closing Date means the date designated as such in the Series Term Sheet.

  • Corresponding Certificate With respect to:

  • Post-Closing Statement has the meaning set forth in Section 3.3(c).

  • Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.

  • First Amendment Closing Date has the meaning assigned to such term in the First Amendment.

  • Post Closing Letter is that certain Post Closing Letter dated as of the Effective Date by and between Collateral Agent and Borrower.