Partnership LPA definition

Partnership LPA has the meaning set forth in Section 3.2(a);

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Partnership LPA means the Second Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of September 27, 2013, by and among the General Partner and the limited partners party thereto, as amended by that certain First Amendment to the Second Amended and Restated Partnership Agreement dated as of December 11, 2014, by that certain Second Amendment to the Second Amended and Restated Partnership Agreement dated as of December 4, 2015, by that certain Third Amendment to the Second Amended and Restated Partnership Agreement dated as of December 10, 2015, by that certain Fourth Amendment to the Second Amended and Restated Partnership Agreement dated as of December 31, 2015, by that certain Fifth Amendment to the Second Amended and Restated Partnership Agreement dated as of March 10, 2016, by that certain Sixth Amendment to the Second Amended and Restated Partnership Agreement dated as of March 24, 2017 and by that certain Seventh Amendment to the Second Amended and Restated Partnership Agreement dated as of October 11, 2017, and as may be further amended, modified, restated or supplemented after the date hereof in compliance with this Agreement.

Partnership LPA means the Seventh Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of July 7, 2021, together with the Amended and Restated Partnership Unit Designation for the Class 1 High Performance Partnership Units and the Partnership Unit Designations for the Partnership Preferred Units and the Partnership LTIP Units, and as may be further amended, modified, restated or supplemented after the date hereof in compliance with this Agreement.

Examples of Partnership LPA in a sentence

The General Partner is the sole record and beneficial owner of the Partnership GP Interest, and the Partnership GP Interest has been duly authorized and validly issued in accordance with the Partnership LPA.
The Management Fee will be computed based on the capital account of each limited partner of the Partnership as of the end of business on the last business day of each month in the manner set out in the Partnership LPA.
All Partnership Common Units reserved for issuance under the Partnership Equity Plan, when issued in accordance with the respective terms thereof, are or will be duly authorized, validly issued, fully paid (to the extent required under the Partnership LPA) and nonassessable (except as such nonassessability may be affected by Sections 17-303, 17-607 and 17-804 of the DRULPA and the Partnership LPA) and not subject to any preemptive rights.
The rights, privileges, limitations and obligations related to the FLP 4 Accounts will be as set forth in the Partnership LPA, and the FLP 4 Accounts are subject in full to all terms and conditions set forth therein.
Notwithstanding anything to the contrary in this Agreement, except as otherwise provided by this Section 6.19, Article IV of each Operating Partnership LPA in effect immediately prior to the LP Mergers Effective Time shall continue to remain in effect solely with respect to any Tax matters of the Operating Partnerships with respect to the Pre-Closing Tax Period.
In the event of any inconsistency, conflict, or ambiguity between this Agreement and the Partnership LPA, the Partnership LPA shall control.
All of such Partnership Common Units and the limited partner interests represented thereby have been duly authorized and validly issued in accordance with the Agreement of Limited Partnership of the Partnership, as amended (the “Partnership LPA”), and are fully paid (to the extent required under the Partnership LPA) and nonassessable (except as such nonassessability may be affected by Sections 17-303, 17-607 and 17-804 of the DRULPA and the Partnership LPA) and not subject to preemptive rights.
Every job vacancy and newly-created position within the bargaining unit shall be posted for a minimum of five (5) working days on all boards and a copy of the notice shall be sent to the Union.
The Partnership agrees that if this Agreement is terminated and the Adviser shall no longer be the adviser to the Partnership, the Partnership will, within a reasonable period of time, change its name and amend or supplement the Partnership LPA and its offering and other documents to delete references to “▇▇▇▇▇▇ ▇▇▇▇▇▇▇” or any derivation or abbreviation thereof.
The FLP 4 Accounts that are being issued to each Participant hereunder, when issued, sold and delivered in accordance with the terms and for the consideration set forth in this Agreement, will be duly and validly issued and free and clear of all liens and restrictions on transfer other than (1) restrictions on transfer as described herein, under the Partnership LPA or under applicable federal and state securities laws, and (2) liens created by a Participant or its affiliates.

More Definitions of Partnership LPA

Partnership LPA has the meaning set forth in the definition of “Governing Agreement”.