Transferring Limited Partner definition

Transferring Limited Partner has the meaning specified in Section 3.11(2)(a).
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Transferring Limited Partner shall have the meaning ascribed to such term in Section 9.6.
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Transferring Limited Partner. As defined in Section 10.1(c).
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Examples of Transferring Limited Partner in a sentence

  • Any transferee, whether or not admitted as a Substituted Limited Partner, shall take subject to the obligations of the Transferring Limited Partner hereunder.

  • The Transferring Limited Partner (or the Limited Partner’s estate in the event of the Limited Partner’s death) shall give written notice of the proposed Transfer to the Managing General Partner and the Special Limited Partner, which notice shall state (i) the identity and address of the proposed transferee and (ii) the amount and type of consideration proposed to be received for the Transferred Partnership Units.

  • The Special Limited Partner shall have ten (10) Business Days upon which to give the Transferring Limited Partner notice of its election to acquire the Partnership Units on the terms set forth in such notice.

  • If it does not so elect, the Transferring Limited Partner may Transfer such Partnership Units to a third party, on terms no more favorable to the transferee than the proposed terms, subject to the other conditions of this Section 11.3.

  • Upon the Transfer of an LP Unit being recorded on the Register and the Transferee becoming a Limited Partner, the Transferring Limited Partner of the LP Unit will be relieved of any further liability in respect of the LP Units Transferred that arises out of any matter occurring after the date of the amendment to the Record reflecting such Transfer.

  • If any Limited Partner (a “Transferring Limited Partner”) proposes to transfer any of its Partnership Interests, other than pursuant to a Permitted Transfer, the Transferring Limited Partner shall give the Partnership written notice of the interest in the Partnership to be transferred (the “Offered Interests”), the price, terms, closing date and conditions of the proposed transfer (the “Transfer Notice”).

  • If the Partnership decides to exercise its option to purchase any of the Offered Interests, it will give written notice to that effect to the Transferring Limited Partner.

  • If the Transferring Limited Partner does not give the Partnership written notice of the Partnership Interests to be transferred, then the Partnership may exercise the right and option described in Section 9.2(b) at any time.

  • At the closing, the Transferring Limited Partner or other Person or Persons holding the Partnership Interests to be transferred will duly execute and deliver the certificates evidencing the Partnership Interests to the Partnership, in proper form for transfer, free and clear of all liens, adverse claims and encumbrances, except as contained in this Agreement.

  • To the extent the Partnership does not accept such offer, the Partners (other than the Transferring Limited Partner) shall have the right (but not the obligation) to accept such offer within 20 days after the date on which they received notice from the Partnership under the preceding sentence, and the Partners desiring to accept such offer shall exercise that option pro rata in accordance with their respective Percentage Interests, or in such other proportion as the General Partners shall determine.


More Definitions of Transferring Limited Partner

Transferring Limited Partner is defined in Section 11.7.”
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Related to Transferring Limited Partner

  • Investor Limited Partner means any Limited Partner so designated at the time of its admission as a partner of the Partnership.

  • Transferring Member has the meaning set forth in Section 9.4.

  • Class B Limited Partner means any Person executing (by power of attorney or otherwise) this Agreement as of the date hereof as a Class B Limited Partner or hereafter admitted to the Partnership as a Class B Limited Partner as herein provided, but shall not include any Person who has ceased to be a Class B Limited Partner in the Partnership.

  • Transferring Shareholder has the meaning set forth in Section 5.2(a).

  • Transferring Stockholder has the meaning assigned to such term in Section 3.4(a).

  • Limited Partnership Interest means the ownership interest of a Limited Partner in the Partnership at any particular time, including the right of such Limited Partner to any and all benefits to which such Limited Partner may be entitled as provided in this Agreement and in the Act, together with the obligations of such Limited Partner to comply with all the provisions of this Agreement and of such Act.

  • Limited Partner means, prior to the admission of the first Additional Limited Partner to the Partnership, the Initial Limited Partner, and thereafter any Person named as a Limited Partner in Exhibit A, as such Exhibit may be amended from time to time, upon the execution and delivery by such Person of an additional limited partner signature page, or any Substituted Limited Partner or Additional Limited Partner, in such Person’s capacity as a Limited Partner of the Partnership.

  • Class A Limited Partner means EPCO Holdings, Inc., a Delaware corporation, and its successors and assigns.

  • Substitute Limited Partner means any Person admitted to the Partnership as a Limited Partner pursuant to Section 9.03 hereof.

  • Substituted Limited Partner means a Person who is admitted as a Limited Partner to the Partnership pursuant to Section 11.4.

  • Limited Partner Interest means a Partnership Interest of a Limited Partner in the Partnership representing a fractional part of the Partnership Interests of all Partners and includes any and all benefits to which the holder of such a Partnership Interest may be entitled, as provided in this Agreement, together with all obligations of such Person to comply with the terms and provisions of this Agreement. A Limited Partner Interest may be expressed as a number of Partnership Units (other than GP Units).

  • Defaulting Limited Partner has the meaning provided in Section 5.2(c) hereof.

  • Transferring Party has the meaning given such term in Section 5.2(b).

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

  • Initial Limited Partner has the meaning set forth in the Preamble.

  • Permitted Transferee Any Transferee of a Residual Certificate other than a Disqualified Organization or Non-United States Person.

  • General Partner Interest means the ownership interest of the General Partner in the Partnership (in its capacity as a general partner) and includes any and all benefits to which the General Partner is entitled as provided in this Agreement, together with all obligations of the General Partner to comply with the terms and provisions of this Agreement.

  • Managing Partner means KKR Management LLC, a Delaware limited liability company.

  • Founder Member means a subscriber to these rules for the purposes of registration;

  • Class B Stockholder means (i) the registered holder of a share of Class B Common Stock at the Effective Time and (ii) the initial registered holder of any shares of Class B Common Stock that are originally issued by the Corporation after the Effective Time.

  • Class B Member means a Member holding one or more Class B Ordinary Shares.

  • Single member limited liability company means a limited liability company that has one direct member.

  • Foreign limited partnership means a partnership formed under laws other than of this state and having as partners one or more general partners and one or more limited partners.

  • Transferee Company means any company or body corporate established in the Islands or in any other jurisdiction.

  • Foreign limited liability limited partnership means a foreign limited partnership whose general partners have limited liability for the obligations of the foreign limited partnership under a provision similar to section 488.404, subsection 3.

  • Founding Member means any individual who is either: