Common use of Covenant Not to Withdraw or Dissolve Clause in Contracts

Covenant Not to Withdraw or Dissolve. Notwithstanding any provision of the Act, each member hereby covenants and agrees that the Partners have entered into this Agreement based on their mutual expectation that all Partners will continue as Partners and carry out the duties and obligations undertaken by them hereunder and that, except as otherwise expressly provided in Sections 1.04 and 15.01, no Partner shall withdraw or retire from the Partnership, be entitled to demand or receive a return of such Partner's Profits (or a bond or other security for the return of such Profits), or exercise any power under the Act to dissolve the Partnership without the unanimous consent of the Partners.

Appears in 1 contract

Sources: Partnership Agreement (Red Oak Hereford Farms Inc)

Covenant Not to Withdraw or Dissolve. Notwithstanding any provision of the Act, each member Partner hereby covenants and agrees that the Partners have entered into this Agreement based on their mutual expectation that all both Partners will continue as Partners and until a Liquidating Event as defined in Article X has occurred, that both Partners will carry out the duties and obligations undertaken by them hereunder hereunder, and that, except as otherwise expressly provided in Sections 1.04 and 15.01required or permitted hereby, no Partner shall withdraw or retire from the Partnership, be entitled to demand or receive a return of such Partner's ’s Capital Contributions or Profits (or a bond or other security for the return of such Profits), or exercise any power under the Act to dissolve the Partnership without the unanimous consent of the Partners.

Appears in 1 contract

Sources: General Partnership Agreement