Common use of Certificates Evidencing Units Clause in Contracts

Certificates Evidencing Units. The Managing General Partner may, at any time, determine that ownership of any class of Units shall be evidenced by a certificate in such form as the Managing General Partner adopts from time to time, which certificate may be imprinted with a legend setting forth such restrictions placed on the Units as specified in this Agreement and such restrictions will be binding upon all holders of the certificate along with the terms and conditions set forth in this Agreement. If the Managing General Partner elects to issue certificates to evidence any class of Units, the following provisions shall apply: (a) the certificate shall state that the Partnership is a limited partnership formed under the laws of the State of Delaware, the name of the Partner to whom such certificate is issued and that the certificate represents a Partnership Interest, within the meaning of Section 17-702(b) of the Act; (b) each certificate shall be signed by the Managing General Partner of the Partnership by either manual or facsimile signature; (c) the certificates shall be numbered and registered in the Register as they are issued; (d) when certificates are presented to the Partnership with a request to register a transfer, if the transfer is permitted by this Agreement, the Partnership shall register the transfer or make the exchange on the Register or transfer books of the Partnership; provided, that any certificates presented or surrendered for registration of transfer or exchange must be duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Partnership, duly executed by the holder thereof or his attorney duly authorized in writing; (e) before due presentment for registration of transfer of a certificate in compliance with and in accordance with this Agreement, the Partnership shall be entitled to treat the individual or entity in whose name any certificates issued by the Partnership stand on the books of the Partnership as the absolute owner of the Units evidenced thereby, and shall not be bound to recognize any equitable or other claim to, or interest in, such Units on the part of any other individual or entity; (f) if any mutilated certificate is surrendered to the Partnership, or the Partnership receives evidence to its satisfaction of the destruction, loss or theft of any certificate, the Partnership shall issue a replacement certificate if the requirements of Section 8-405 of the Uniform Commercial Code are met. If required by the Managing General Partner, an indemnity and/or the deposit of a bond in such form and in such sum, and with such surety or sureties as the Managing General Partner may direct, must be supplied by the holder of such lost, destroyed or stolen certificate that is sufficient in the judgment of the Managing General Partner to protect the Partnership from any loss that it may suffer if a certificate is replaced. The Partnership may charge for its expenses incurred in connection with replacing a certificate.

Certificates Evidencing Units. The Managing General Partner Manager may, at any time, determine that ownership of any class of Units shall be evidenced by a certificate in such form as the Managing General Partner Manager adopts from time to time, which certificate may be imprinted with a legend setting forth such restrictions placed on the Units as specified in this Agreement and such restrictions will be binding upon all holders of the certificate along with the terms and conditions set forth in this Agreement. If the Managing General Partner Manager elects to issue certificates to evidence any class of Units, the following provisions shall apply: (a) the certificate shall state that the Partnership Company is a limited partnership liability company formed under the laws of the State of Delaware, the name of the Partner Member to whom such certificate is issued and that the certificate represents a Partnership Membership Interest, within the meaning of Section 1718-702(b702(c) of the Act; (b) each certificate shall be signed by the Managing General Partner Manager of the Partnership Company by either manual or facsimile signature; (c) the certificates shall be numbered and registered in the Register as they are issued; (d) when certificates are presented to the Partnership Company with a request to register a transfer, if the transfer is permitted by this Agreement, the Partnership Company shall register the transfer or make the exchange on the Register or transfer books of the PartnershipCompany; provided, that any certificates presented or surrendered for registration of transfer or exchange must be duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the PartnershipCompany, duly executed by the holder thereof or his attorney duly authorized in writing; (e) before due presentment for registration of transfer of a certificate in compliance with and in accordance with this Agreement, the Partnership Company shall be entitled to treat the individual or entity in whose name any certificates issued by the Partnership Company stand on the books of the Partnership Company as the absolute owner of the Units evidenced thereby, and shall not be bound to recognize any equitable or other claim to, or interest in, such Units on the part of any other individual or entity; (f) if any mutilated certificate is surrendered to the PartnershipCompany, or the Partnership Company receives evidence to its satisfaction of the destruction, loss or theft of any certificate, the Partnership Company shall issue a replacement certificate if the requirements of Section 8-405 of the Uniform Commercial Code are met. If required by the Managing General PartnerManager, an indemnity and/or the deposit of a bond in such form and in such sum, and with such surety or sureties as the Managing General Partner Manager may direct, must be supplied by the holder of such lost, destroyed or stolen certificate that is sufficient in the judgment of the Managing General Partner Manager to protect the Partnership Company from any loss that it may suffer if a certificate is replaced. The Partnership Company may charge for its expenses incurred in connection with replacing a certificate.

Certificates Evidencing Units. The Managing General Partner Member may, at any time, determine that ownership of any class of Units shall be evidenced by a certificate in such form as the Managing General Partner Member adopts from time to time, which certificate may be imprinted with a legend setting forth such restrictions placed on the Units as specified in this Agreement and such restrictions will be binding upon all holders of the certificate along with the terms and conditions set forth in this Agreement. If the Managing General Partner Member elects to issue certificates to evidence any class of Units, the following provisions shall apply: (a) the certificate shall state that the Partnership Company is a limited partnership liability company formed under the laws of the State of Delaware, the name of the Partner Member to whom such certificate is issued and that the certificate represents a Partnership Membership Interest, within the meaning of Section 1718-702(b702(c) of the Act; (b) each certificate shall be signed by the Managing General Partner Member of the Partnership Company by either manual or facsimile signature; (c) the certificates shall be numbered and registered reflected in the Register Schedule of Members as they are issued; (d) when certificates are presented to the Partnership Company with a request to register a transfer, if the transfer is permitted by this Agreement, the Partnership Company shall register the transfer or make the exchange on the Register Schedule of Members or transfer books of the PartnershipCompany; provided, that any certificates presented or surrendered for registration of transfer or exchange must be duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the PartnershipCompany, duly executed by the holder thereof or his attorney duly authorized in writing; (e) before due presentment for registration of transfer of a certificate in compliance with and in accordance with this Agreement, the Partnership Company shall be entitled to treat the individual or entity in whose name any certificates issued by the Partnership Company stand on the books of the Partnership Company as the absolute owner of the Units evidenced thereby, and shall not be bound to recognize any equitable or other claim to, or interest in, such Units on the part of any other individual or entity; (f) if any mutilated certificate is surrendered to the PartnershipCompany, or the Partnership Company receives evidence to its satisfaction of the destruction, loss or theft of any certificate, the Partnership Company shall issue a replacement certificate if the requirements of Section 8-405 of the Uniform Commercial Code are met. If required by the Managing General PartnerMember, an indemnity and/or the deposit of a bond in such form and in such sum, and with such surety or sureties as the Managing General Partner Member may direct, must be supplied by the holder of such lost, destroyed or stolen certificate that is sufficient in the judgment of the Managing General Partner Member to protect the Partnership Company from any loss that it may suffer if a certificate is replaced. The Partnership Company may charge for its expenses incurred in connection with replacing a certificate.

Certificates Evidencing Units. The Operating Managing General Partner Member may, at any time, determine that ownership of any class of Units shall be evidenced by a certificate in such form as the Operating Managing General Partner Member adopts from time to time, which certificate may be imprinted with a legend setting forth such restrictions placed on the Units as specified in this Agreement and such restrictions will be binding upon all holders of the certificate along with the terms and conditions set forth in this Agreement. If the Operating Managing General Partner Member elects to issue certificates to evidence any class of Units, the following provisions shall apply: (a) the certificate shall state that the Partnership Company is a limited partnership liability company formed under the laws of the State of Delaware, the name of the Partner Member to whom such certificate is issued and that the certificate represents a Partnership Membership Interest, within the meaning of Section 1718-702(b702(c) of the Act; (b) each certificate shall be signed by the Operating Managing General Partner Member of the Partnership Company by either manual or facsimile signature; (c) the certificates shall be numbered and registered in the Register as they are issued; (d) when certificates are presented to the Partnership Company with a request to register a transfer, if the transfer is permitted by this Agreement, the Partnership Company shall register the transfer or make the exchange on the Register or transfer books of the PartnershipCompany; provided, that any certificates presented or surrendered for registration of transfer or exchange must be duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the PartnershipCompany, duly executed by the holder thereof or his attorney duly authorized in writing; (e) before due presentment for registration of transfer of a certificate in compliance with and in accordance with this Agreement, the Partnership Company shall be entitled to treat the individual or entity in whose name any certificates issued by the Partnership Company stand on the books of the Partnership Company as the absolute owner of the Units evidenced thereby, and shall not be bound to recognize any equitable or other claim to, or interest in, such Units on the part of any other individual or entity; (f) if any mutilated certificate is surrendered to the PartnershipCompany, or the Partnership Company receives evidence to its satisfaction of the destruction, loss or theft of any certificate, the Partnership Company shall issue a replacement certificate if the requirements of Section 8-405 of the Uniform Commercial Code are met. If required by the Operating Managing General PartnerMember, an indemnity and/or the deposit of a bond in such form and in such sum, and with such surety or sureties as the Operating Managing General Partner Member may direct, must be supplied by the holder of such lost, destroyed or stolen certificate that is sufficient in the judgment of the Operating Managing General Partner Member to protect the Partnership Company from any loss that it may suffer if a certificate is replaced. The Partnership Company may charge for its expenses incurred in connection with replacing a certificate.