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10A-9A-10.02
Section 10A-9A-10.02 Conversion. (a) An organization other than a limited partnership may convert
to a limited partnership, and a limited partnership may convert to an organization other than
a limited partnership pursuant to this section, Sections 10A-9A-10.03 through 10A-9A-10.05,
and a plan of conversion, if: (1) the governing statute of the organization that is not a
limited partnership authorizes the conversion; (2) the law of the jurisdiction governing the
converting organization and the converted organization does not prohibit the conversion; and
(3) the converting organization and the converted organization each comply with the governing
statute and organizational documents applicable to that organization in effecting the conversion.
(b) A plan of conversion must be in writing and must include: (1) the name, type of organization,
and mailing address of the principal office of the converting organization, and its unique
identifying number or other designation as assigned by the...
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10A-1-2.12
Section 10A-1-2.12 Consideration for indebtedness. (a) Unless otherwise provided by its governing
documents or this title a domestic entity may create indebtedness for any consideration the
entity considers appropriate, including: (1) cash; (2) property; (3) a contract to receive
property; (4) a debt or other obligation of the entity or of another person; (5) services
performed or a contract for services to be performed; or (6) a direct or indirect benefit
realized by the entity. (b) In the absence of fraud in the transaction, the judgment of the
governing authority of a domestic entity as to the value of the consideration received by
the entity for indebtedness is conclusive. (c) For purposes of establishing the receipt of
consideration under this section, a domestic entity is treated as part of the entity creating
indebtedness if the domestic entity is directly or indirectly or wholly or partly owned by
that entity. (Act 2009-513, p. 967, ยง11.)...
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16-17A-12
Section 16-17A-12 Obligations of authority. (a) All agreements and covenants undertaken, and
all indebtedness issued, by an authority shall be solely and exclusively an obligation of
the authority and, except as otherwise provided in a written agreement in accordance with
Section 16-17A-17, shall not create an obligation or debt of the state, any university, or
any other governmental entity or public corporation within the meaning of any constitutional
or statutory provision. (b) Neither the directors nor any officer of an authority executing
indebtedness issued pursuant to this chapter shall be personally liable for such indebtedness
by reason of the execution or issuance thereof. (c) The state and the sponsoring university
do hereby pledge to and agree with the holders of any indebtedness issued under this chapter
that neither the state nor the sponsoring university will limit or alter the rights hereby
vested in the authority to fulfill the terms of any indebtedness or related...
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37-4-108
Section 37-4-108 Powers and duties of commission generally. (a) The commission shall have the
power and jurisdiction to supervise and regulate every radio utility operating within this
state and its property, property rights, equipment, facilities, contracts, certificates and
franchises so far as may be necessary to carry out the purposes of this article, and to do
all things, whether specifically designated in this article or in addition thereto, which
are necessary or convenient in the exercise of such power and jurisdiction. Without limiting
the generality of the foregoing, the commission is authorized to adopt and enforce such reasonable
rules and regulations and orders as it may deem necessary with respect to rates, charges and
classifications, issuance of certificates, territory of operation, abandonment or suspension
of service, adequacy of service, prevention or elimination of unjust discrimination between
subscribers, financial responsibility, records, reports, safety of...
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10A-5A-1.02
Section 10A-5A-1.02 Definitions. Notwithstanding Section 10A-1-1.03, as used in this chapter,
unless the context otherwise requires, the following terms mean: (a) "Certificate of
formation," with respect to a limited liability company, means the certificate provided
for by Section 10A-5A-2.01, and the certificate as amended or restated. (b) "Constituent
limited liability company" means a constituent organization that is a limited liability
company. (c) "Constituent organization" means an organization that is party to a
merger under Article 10. (d) "Converted organization" means the organization into
which a converting organization converts pursuant to Article 10. (e) "Converting limited
liability company" means a converting organization that is a limited liability company.
(f) "Converting organization" means an organization that converts into another organization
pursuant to Article 10. (g) "Disqualified person" means any person who is not a
qualified person. (h) "Distribution" except...
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10A-2A-9.14
Section 10A-2A-9.14 Amendment of plan of conversion; abandonment. (a) A plan of conversion
of a converting organization that is a corporation may be amended: (1) in the same manner
as the plan was approved, if the plan does not provide for the manner in which it may be amended;
or (2) in the manner provided in the plan, except that if the plan has been approved by the
stockholders that were entitled to vote on, consent to, or approve of the plan, then those
stockholders are entitled to vote on, consent to, or approve of any amendment of the plan
that will change: (i) the amount or kind of eligible interests or other securities, obligations,
rights to acquire eligible interests or other securities, cash, other property, or any combination
of the foregoing, to be received by any of the stockholders of the converting corporation
under the plan; (ii) the organizational documents of the converted organization that will
be in effect immediately after the conversion becomes effective, except...
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35-10-90
Section 35-10-90 Short title; application; definitions. (a) This article shall be known as
the Alabama Residential Mortgage Satisfaction Act. This article applies only to mortgages
securing residential real property located in this state which is used primarily for personal,
family, or household purposes and is improved by one to four dwelling units. Without limitation,
this article does not apply to mortgages on commercial or other types of property. This article
also does not apply to a security interest exclusively in one or more fixtures as defined
in Title 7, Article 9A. (b) For purposes of this article, the following terms shall have the
following meanings: (1) ENTITLED PERSON. The person or persons liable for payment or performance
of the obligation secured by the real property described in a security instrument. (2) EQUITY
LINE SECURITY INSTRUMENT. A security instrument securing, in whole or in part, indebtedness
created under a line of credit, a revolving or open-end credit...
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15-20A-11
Section 15-20A-11 Adult sex offender - Prohibited residence locations, etc. (a) No adult sex
offender shall establish a residence or maintain a residence after release or conviction within
2,000 feet of the property on which any school, childcare facility, or resident camp facility
is located unless otherwise exempted pursuant to Sections 15-20A-23 and 15-20A-24. For the
purposes of this section, a resident camp facility includes any place, area, parcel, or tract
of land which contains permanent or semi-permanent facilities for sleeping owned by a business,
church, or nonprofit organization used primarily for educational, recreational, or religious
purposes for minors and the location of the resident camp has been provided to local law enforcement.
Resident camp does not include a private residence, farm, or hunting or fishing camp. (b)
No adult sex offender shall establish a residence or maintain a residence after release or
conviction within 2,000 feet of the property on which his or...
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35-8A-304
Section 35-8A-304 Transfer of special declarant rights. (a) No special declarant right specified
in Section 35-8A-103(24) created or reserved under this chapter may be transferred except
by an instrument evidencing the transfer recorded in every county in which any portion of
the condominium is located. The instrument is not effective unless executed by the transferor
and the transferee in the same formality as a conveyance of real property. (b) Upon transfer
of any special declarant right, the liability of a transferor declarant is as follows: (1)
A transferor is not relieved of any obligation or liability arising before the transfer and
remains liable for warranty obligations imposed upon him or her by this chapter. Lack of privity
does not deprive any unit owner of standing to maintain an action to enforce any obligation
of the transferor. (2) If a successor to any special declarant right is an affiliate of a
declarant specified in Section 35-8A-103(1), the transferor is jointly and...
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10A-2A-11.02
Section 10A-2A-11.02 Merger. (a) A corporation may merge with one or more other constituent
organizations pursuant to this article, and a plan of merger, if: (1) the governing statute
of each of the other organizations authorizes the merger; (2) the merger is not prohibited
by the law of a jurisdiction that enacted any of those governing statutes; and (3) each of
the other organizations complies with its governing statute in effecting the merger. (b) A
plan of merger must be in writing and must include: (1) the name, type of organization, and
mailing address of the principal office of each constituent organization, the jurisdiction
of the governing statute of each constituent organization, and the respective unique identifying
number or other designation as assigned by the Secretary of State, if any, of each constituent
organization; (2) the name, type of organization, and mailing address of the principal office
of the surviving organization, the unique identifying number or other...
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