Common use of Effect of Admission as a Substitute Limited Partner Clause in Contracts

Effect of Admission as a Substitute Limited Partner. Unless and until admitted as a Substitute Limited Partner pursuant to Section 10.3 above, a transferee of a Limited Partner Partnership Interest shall not be entitled to exercise any rights of a limited partner in the Partnership, including the right to vote, grant approvals or give consents with respect to such Partnership Interest, the right to require any information or accounting of the Partnership’s business or the right to inspect the Partnership’s books and records, but such transferee shall only be entitled to receive, to the extent of the Partnership Interest transferred to him or her, the Distributions to which the transferor would be entitled. A transferee who has become a Substitute Limited Partner has, to the extent of the Partnership Interest transferred to it, all the rights and powers of the Person for whom he or she is substituted and is subject to the restrictions and liabilities of a Limited Partner under this Agreement and the Act. Upon admission of a transferee as a Substitute Limited Partner, the transferor of the Partnership Interest so acquired by the Substitute Limited Partner shall cease to be a limited partner of the Partnership to the extent of such Partnership Interest. A Person shall not cease to be a Limited Partner upon assignment of all of such Limited Partner’s Partnership Interest unless and until the transferee(s) become(s) a Substitute Limited Partner.

Appears in 2 contracts

Samples: Agreement (BuyDebtCo, LLC), BuyDebtCo, LLC

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Effect of Admission as a Substitute Limited Partner. Unless and until admitted as a Substitute Limited Partner pursuant to Section 10.3 above10.3, a transferee of a Limited Partner Partnership Interest shall not be entitled to exercise any rights of a limited partner in the Partnership, including the right to vote, grant approvals approvals, or give consents with respect to such Partnership Interest, the right to require any information or accounting of the Partnership’s 's business and affairs, or the right to inspect the Partnership’s 's books and records. Rather, but such transferee shall only be entitled to receive, to the extent of the Partnership Interest transferred to him or hertransferred, the Distributions to which the transferor would be entitledentitled (and provided for clarity that a transferee by means of an unenforced charge, pledge, encumbrance, mortgage or other like Transfer shall not be entitled to any such Distributions). A transferee who has become a Substitute Limited Partner has, to the extent of the Partnership Interest transferred to it, all the rights and powers of the Person Limited Partner for whom he or she the transferee is substituted and is subject to the restrictions and liabilities of a Limited Partner under this Agreement and the Act. Upon admission of a transferee as a Substitute Limited Partner, the transferor of the Limited Partnership Interest so acquired by the Substitute Limited Partner shall cease to be a limited partner of the Partnership to the extent of such Partnership Interest. A Person shall not cease to be a Limited Partner upon assignment of all of such Limited Partner’s 's Limited Partnership Interest unless and until the transferee(s) become(s) a Substitute Limited Partner.

Appears in 1 contract

Samples: Limited Partnership Agreement (CorEnergy Infrastructure Trust, Inc.)

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Effect of Admission as a Substitute Limited Partner. Unless and until admitted as a Substitute Limited Partner pursuant to Section 10.3 above10.3, a transferee of a Limited Partner Partnership Interest shall not be entitled to exercise any rights of a limited partner in the Partnership, including the right to vote, grant approvals or give consents with respect to such Partnership Interest, the right to require any information or accounting of the Partnership’s business or the right to inspect the Partnership’s books and records, but such transferee shall only be entitled to receive, to the extent of the Partnership Interest transferred to him or herhim, the Distributions to which the transferor would be entitled. A transferee who has become a Substitute Limited Partner has, to the extent of the Partnership Interest transferred to it, all the rights and powers of the Person for whom he or she is substituted and is subject to the restrictions and liabilities of a Limited Partner under this Agreement and the Act. Upon admission of a transferee as a Substitute Limited Partner, the transferor of the Partnership Interest so acquired by the Substitute Limited Partner shall cease to be a limited partner of the Partnership to the extent of such Partnership Interest. A Person shall not cease to be a Limited Partner upon assignment of all of such Limited Partner’s Partnership Interest unless and until the transferee(s) become(s) becomes a Substitute Limited Partner.

Appears in 1 contract

Samples: Shareholders Agreement (Advanced BioEnergy, LLC)

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