Assignability of Interest. Without the prior written consent of the General Partner which consent can be withheld in the General Partner's discretion, a Limited Partner may not (i) pledge or assign its interest in the Partnership in whole or in part to any person except by operation of law, or (ii) substitute for itself as a Partner any other person. Notwithstanding the foregoing, in no event shall the General Partner have the authority to consent to the subdivision for resale of an interest in the Partnership into an interest smaller than an interest the initial offering price of which would have been at least $5,000,000. Any attempted pledge, assignment or substitution not made in accordance with this Sec. 1.05 shall be void.
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Sources: Limited Partnership Agreement (Nymagic Inc), Limited Partnership Agreement (Nymagic Inc)