Partnership Liabilities definition

Partnership Liabilities means all liabilities or obligations of any nature, whether accrued, contingent or otherwise, of the Partnership.
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Partnership Liabilities shall have the meaning set forth in Section 2.4.
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Partnership Liabilities means liabilities, determined in accordance with Luxembourg GAAP, applied on a consistent basis, and will include estimates of accrued expenses, including the Investment Management Fees, and, as the General Partner may deem advisable, reserves for commitments and contingencies and other expenses of the Partnership including those set forth in Section 6.
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Examples of Partnership Liabilities in a sentence

  • In making its determination of the fair market values of individual properties, the General Partner may first determine an aggregate value for the assets of the Partnership that takes into account the current trading price of the Common Units, the fair market value of all other Partnership Interests at such time, and the amount of Partnership Liabilities.

  • In making its determination of the fair market values of individual properties, the General Partner may first determine an aggregate value for the assets of the Partnership that takes into account the current trading price of the Common Units, the fair market value of all other Partnership Interests at such time and the value of Partnership Liabilities.

  • In making its determination of the fair market values of individual properties, the General Partner may first determine an aggregate value for the assets of the Partnership that takes into account the current trading price of the Common Units, the fair market value of all other Partnership Interests at such time and the amount of Partnership Liabilities.

  • The Partnership shall cooperate with each Limited Partner to facilitate the Incurrence by such Limited Partner with respect to Partnership Liabilities or liabilities of any Subsidiary Partnerships in such a way that the Incurrence has the least amount of real economic risk to such Limited Partner and provided that the Incurrence does not have a material adverse impact on any other Partner in the Partnership or any such Partner's Affiliates.

  • In making its determination of the fair market values of individual properties, the General Partner may first determine an aggregate value for the assets of the Partnership, that takes into account the current trading price of the Common Units, the fair market value of all other Partnership Interests at such time and the amount of Partnership Liabilities.

  • In making its determination of the fair market values of individual properties, the General Partner may first determine an aggregate value for the assets of the Partnership that takes into account the fair market value of all Partnership Interests at such time and the value of Partnership Liabilities.

  • If and when any such consent, substitution, approval, amendment or release shall be obtained or the Unreleased Partnership Liabilities shall otherwise become assignable or able to be novated, Atlas Energy shall promptly assign, or cause to be assigned, and the Partnership shall assume, such Unreleased Partnership Liabilities without exchange of further consideration.

  • The Partnership shall cooperate with each Limited Partner to facilitate the Incurrence by such Limited Partner with respect to Partnership Liabilities or liabilities of any Subsidiary Partnerships in such a way that the Incurrence has the least amount of real economic risk to such Limited Partner and provided that the Incurrence does not have a material adverse impact on any other Partner in the Partnership or any such Partner’s Affiliates.

  • T.D. 9788, Liabilities Recognized as Recourse Partnership Liabilities Under Section 752, 81 F.R. 69282 (10/5/16).

  • All other identifiable and ascertainable Partnership Liabilities that have accrued prior to Closing, including payments due or owing under any Contracts and any fees as to which periodic payments are made for applicable licenses and Permits, if any, shall be prorated as of the Closing Proration Time.


More Definitions of Partnership Liabilities

Partnership Liabilities means liabilities determined in accordance with GAAP applied on a consistent basis, and shall include estimates of accrued expenses.
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Partnership Liabilities means (without duplication): (1) all Liabilities of Partnership and its Subsidiaries other than Assumed Liabilities; (2) all other Liabilities that are expressly stated in this Agreement or any Ancillary Agreement as Liabilities to be retained or assumed by Partnership or any other Partnership Group member; and (3) all agreements and obligations of any Partnership Group member under this Agreement or any of the Ancillary Agreements.
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Partnership Liabilities. All debts, liabilities, and other obligations of the Partnership.
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Partnership Liabilities means (without duplication) the following Liabilities (other than those Liabilities constituting Excluded Liabilities): (i) all Liabilities reflected on the Tality Balance Sheet, subject to any discharge of such Liabilities subsequent to the date of the Tality Balance Sheet; (ii) all Liabilities of the Partnership that arise after the date of the Tality Balance Sheet that would be reflected on the consolidated balance sheet of Tality as of the date hereof if such consolidated balance sheet was prepared using the same principles and accounting policies under which the Tality Balance Sheet was prepared; (iii) all Liabilities that are related solely to the Partnership Business on the date hereof but are not reflected on the Partnership Balance Sheet due to mistake or unintentional omission (as determined by the Partnership in its sole and absolute discretion); (iv) all Partnership Contingent Liabilities; (v) all Liabilities (other than Liabilities for Taxes), whether arising before, on or after the date hereof, solely relating to, arising out of or resulting from: (1) the operation of the Partnership Business, as conducted at any time prior to, on or after the date hereof (including any Liability relating to, arising out of or resulting from any act or failure to act by any director, officer, employee, agent or representative (whether or not such act or failure to act is or was within such Person's authority)); (2) the operation of any business conducted by any member of the Partnership at any time after the date hereof (including any Liability relating to, arising out of or resulting from any act or failure to act by any director, officer, employee, agent or representative (whether or not such act or failure to act is or was within such Person's authority)); or (3) any Partnership Assets; and (vi) all Liabilities that are expressly contemplated by this Agreement or Schedule 1.19(vii), as Liabilities to be assumed by New Tality.
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Partnership Liabilities means the aggregate amount of all such parts of Advances that are received by and used by or for the benefit of such Participating Partnership.
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Partnership Liabilities means the Partnership's total current and long-term liabilities (on an undiscounted basis) on the Partnership Closing Balance Sheet including any deferred rent on the Partnership Closing Balance Sheet. Current liabilities shall include accruals for fees, expenses or compensation payable as a result of the Acquisition.
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Related to Partnership Liabilities

  • Partnership Loan has the meaning provided in Section 5.2(c) hereof.

  • Look-Through Ownership Limit means, for any Look-Through Entity, a number of the Outstanding shares of Class B Preferred Stock of the Corporation having an Aggregate Value not in excess of the excess of (x) 15% of the Aggregate Value of all Outstanding shares of Equity Stock over (y) by the Aggregate Value of all shares of Equity Stock other than Class B Preferred Stock that are Beneficially Owned by the Look-Through Entity.

  • Intra-Group Liabilities means the Liabilities owed by any member of the Group to any of the Intra-Group Lenders.

  • Ownership Limit means, for any Person other than the Initial Holder or a Look-Through Entity, a number of the Outstanding shares of Class C Preferred Stock of the Corporation having an Aggregate Value not in excess of the excess of (x) 8.7% of the Aggregate Value of all Outstanding shares of Equity Stock over (y) the Aggregate Value of all shares of Equity Stock other than Class C Preferred Stock that are Beneficially Owned by the Person.

  • Aggregate Share Ownership Limit means not more than 9.8% in value of the aggregate of the outstanding Shares and not more than 9.8% (in value or in number of shares, whichever is more restrictive) of any class or series of Shares.

  • Partnership Percentage means a percentage established for each partner on the Partnership' books as of the first day of each Fiscal Period. The Partnership Percentage of a Partner for a Fiscal Period shall be determined by dividing the amount of the Partner's capital account as of the beginning of the Fiscal Period by the sum of the capital accounts of all of the Partners as of the beginning of the fiscal Period. The sum of the Partnership Percentage for each fiscal Period shall equal one hundred percent (100%).

  • Nonrecourse Liabilities has the meaning set forth in Section 1.704-2(b)(3) of the Regulations.

  • Partnership Minimum Gain has the meaning set forth in Regulations Section 1.704-2(b)(2), and the amount of Partnership Minimum Gain, as well as any net increase or decrease in Partnership Minimum Gain, for a Partnership Year shall be determined in accordance with the rules of Regulations Section 1.704-2(d).

  • Aggregate Stock Ownership Limit means not more than 9.8% in value of the aggregate of the outstanding shares of Equity Stock. The value of the outstanding shares of Equity Stock shall be determined by the Board of Directors in good faith, which determination shall be conclusive for all purposes hereof.

  • Ownership Limitation shall have the meaning set forth in Section 2.01(c)(i).

  • Parent Liabilities shall have the meaning set forth in Section 2.3(b).

  • SpinCo Liabilities shall have the meaning set forth in Section 2.3(a).

  • Excluded Liabilities has the meaning set forth in Section 2.4.

  • Common Share Ownership Limit means not more than 9.8 percent (in value or in number of shares, whichever is more restrictive) of the aggregate of the Outstanding Common Shares, or such other percentage determined by the Manager in accordance with Section 13.9.

  • Beneficial Ownership Limitation shall have the meaning set forth in Section 4(d).

  • Common Stock Ownership Limit means not more than 9.8% (in value or in number of shares, whichever is more restrictive) of the aggregate of the outstanding shares of Common Stock of the Company. The number and value of outstanding shares of Common Stock of the Company shall be determined by the Board of Directors in good faith, which determination shall be conclusive for all purposes hereof.

  • Recourse Liabilities means the amount of liabilities owed by the Partnership (other than Nonrecourse Liabilities and liabilities to which Partner Nonrecourse Deductions are attributable in accordance with Section 1.704-(2)(i) of the Regulations).

  • Retained Liabilities has the meaning set forth in Section 2.4.

  • Partnership Interest means an interest in the Partnership, which shall include the General Partner Interest and Limited Partner Interests.

  • Aggregate Ownership Limit means not more than 9.8 percent (in value or in number of shares, whichever is more restrictive) of the aggregate of the Outstanding Shares, or such other percentage determined by the Manager in accordance with Section 13.9.

  • Partner Minimum Gain means an amount, with respect to each Partner Nonrecourse Debt, equal to the Partnership Minimum Gain that would result if such Partner Nonrecourse Debt were treated as a Nonrecourse Liability, determined in accordance with Regulations Section 1.704-2(i)(3).

  • General Partner Interest means a Partnership Interest held by the General Partner, in its capacity as general partner. A General Partner Interest may be expressed as a number of Partnership Units.

  • Partnership Unit Economic Balance means (i) the Capital Account balance of the General Partner plus the amount of the General Partner’s share of any Partner Minimum Gain or Partnership Minimum Gain, in each case to the extent attributable to the General Partner’s Partnership Units divided by (ii) the number of the General Partner’s Partnership Units.

  • Nonrecourse Liability has the meaning set forth in Treasury Regulation Section 1.752-1(a)(2).

  • Virginia venture capital account means an investment fund that has been certified by the

  • General Partnership Interest means a Partnership Interest held by the General Partner that is a general partnership interest.