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- S-4/A Registration of securities issued in business combination transactions
- 3.44 Certificate of Incorporation of CPG-L Holdings, Inc.
- 3.45 By-laws of CPG-L Holdings, Inc.
- 3.46 Certificate of Incorporation of Liquid Container Inc.
- 3.47 Certificate of Amendment to Certificate of Incorporation of Liquid Container Inc
- 3.48 By-laws of Liquid Container Inc.
- 3.49 Certificate of Limited Partnership
- 3.50 Certificate of Amendment to Certificate of Limited Partnership
- 3.51 First Certificate of Amendment to Certificate of Limited Partnership
- 3.52 Amendment to the Certificate of Limited Partnership
- 3.53 Fourth Amended and Restated Agreement of Limited Partnership
- 3.54 Partnership Agreement
- 3.55 Form of First Amendment to Partnership Agreement
- 3.56 Second Amendment to Partnership Agreement
- 3.57 Third Amendment to Partnership Agreement
- 3.58 Fourth Amendment to Partnership Agreement
- 3.59 Certificate of Incorporation
- 3.60 Certificate of Amendment of Certificate of Incorporation
- 3.61 Certificate of Amendment of Certificate of Incorporation
- 3.62 By-laws of Graham Packaging PX Holding Corporation
- 3.63 Articles of Incorporation of Graham Packaging PX, LLC
- 3.64 Certificate of Amendment of Articles of Incorporation
- 3.65 Articles of Conversion of Graham Packaging PX, LLC
- 3.66 Certificate of Amendment to the Certificate of Formation
- 3.67 Single Member Operating Agreement of Graham Packaging PX, LLC
- 3.68 Certificate of Incorporation of WCK-L Holdings, Inc.
- 3.69 By-laws of WCK-L Holdings, Inc.
- 3.70 Certificate of Formation of Graham Packaging GP Acquisition LLC
- 3.71 Limited Liability Company Agreement of Graham Packaging GP Acquisition LLC
- 3.72 Certificate of Formation of Graham Packaging LP Acquisition LLC
- 3.73 Limited Liability Company Agreement
- 4.7 Registration Rights Agreement
- 4.10 Registration Rights Agreement
- 4.11 Supplemental Indenture
- 4.12 Supplemental Indenture
- 4.13 Supplemental Indenture
- 4.14 Supplemental Indenture
- 5.1 Opinion of Simpson Thacher & Barlett LLP
- 5.2 Opinion of Frost Brown Todd LLC
- 5.3 Opinion of Blank Rome LLP
- 5.4 Opinion of Jones Waldo Holbrook & Mcdonough PC
- 5.5 Opinion of Blank Rome LLP (California Law)
- 12.1 Computation of Ratio of Earnings to Fixed Charges
- 21.1 List of Subsidiaries
- 23.6 Consent of Deloitte & Touche LLP
- 23.7 Consent of Grant Thorton LLP
- 24.1 Power of Attorney
- 25.1 Form T-1
- 99.1 Form of Letter of Transmittal
- 99.2 Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other
- 99.3 Form of Letter to Clients
- 99.4 Form of Notice of Guaranteed Delivery
Exhibit 3.56
SECOND AMENDMENT
TO
PARTNERSHIP AGREEMENT DATED AS OF MAY 18, 1981
THIS SECOND AMENDMENT is made and entered into by and between VORWERK USA, INC., a Delaware corporation, and PLAXICON, INC., a California corporation (collectively referred to herein as the “Partners”), in order to amend Section 9 of that certain Partnership Agreement dated as of May 18, 1981 (herein called the “Agreement”), providing for the formation of Plaxicon Company, a California general partnership.
Section 9 of the Agreement is hereby amended to read as follows:
9.Long Term Collateral Financing. Except as otherwise provided in the last sentence of this paragraph, no collateral financing on the Project shall impose personal liability on the Partnership or upon the Partners. Such non-personal liability shall be achieved by obtaining exculpatory language in all bonds, notes and security documents executed and delivered by the Partnership in connection with such collateral financing. Anything contained herein to the contrary notwithstanding, the provisions of this Section 9 shall not apply to any agreements entered into by the Partnership in connection with the financing of the costs of acquiring, constructing and equipping a manufacturing facility in Autauga County, Alabama.
Except as hereinabove set forth, the Agreement as heretofore amended shall remain otherwise in full force and effect until dissolution and termination of the Partnership in accordance with the terms thereof. Likewise, this Amendment shall remain in full force and effect until said dissolution and termination.
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IN WITNESS WHEREOF, the Partners have hereunto executed this Amendment as of the 16th day of August, 1988.
| PARTNER: | PARTNER: | |||||||
| VORWERK USA, INC. | PLAXICON, INC. | |||||||
| By | /s/ Illegible | By | /s/ Illegible | |||||
| Title | President | Title | President | |||||
| ATTEST: | /s/ Illegible | ATTEST: | /s/ Illegible | |||||
| Secretary | Secretary | |||||||
| (Corporate Seal) | (Corporate Seal) | |||||||
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