Limited Partner Loans Sample Clauses

Limited Partner Loans. Alternatively, the General Partner may obtain a loan from one or more Limited Partners as and when necessary to continue the business of the Company.
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Limited Partner Loans. The General Partner shall have the right, in its sole and absolute discretion, upon written request of a Limited Partner (hereinafter, a “Borrowing Partner”), to cause the Partnership to make a loan (the “Partner Loan”) to the Borrowing Partner. All Partner Loans shall be on such terms and conditions as shall be satisfactory to the General Partner in its sole and absolute discretion; provided, however, that the following conditions shall apply to all Partner Loans (unless waived by the General Partner): (i) the amount of the Partner Loan shall at all times be no greater than twenty-five percent (25%) of the value of the Borrowing Partner’s Capital Account; (ii) the Partner Loan shall be secured by a first priority perfected security interest in the Borrowing Partner’s Capital Account; (iii) the Partner Loan shall become payable at the earlier of the date of the next capital contribution or withdrawal by any Partner or on the last day of the Fiscal Year in which the Partner Loan was made; (iv) the interest rate shall not be less than one percent (1%) over the prime rate per annum; and (v) the Borrowing Partner shall pay all of the General Partner’s and Partnership’s costs and expenses, including legal and accounting fees, incurred in connection with the Partner Loan. The Borrowing Partner shall execute and deliver any and all documents and instruments requested by the General Partner in connection with the Partner Loan, including but not limited to a promissory note and applicable security agreements and UCC financing statements.
Limited Partner Loans. Repayment of Limited Partner contributions, advances, guarantees, obligations, or loans in connection with the Project (“Limited Partner Loans”) and the interest thereon must be repaid from the Developer’s share of the Net Cash Flow under the Note except where the following criteria are met:
Limited Partner Loans. The Offering will terminate on June 1, 2000 (or earlier upon the sale of all 40 Units as provided herein), unless extended at the discretion of the General Partner for a period not to exceed 180 days. ------------------------------- Purchase of Units involves risks and is suitable only for persons of substantial means who have no need for liquidity in this investment. Among other factors, prospective investors should note that the health care industry is undergoing significant government regulatory reforms and that the Partnership faces substantial competition in the Service Area. See "Risk Factors" and "Terms of the Offering - Suitability Standards." ------------------------------- Cash Selling Net Cash Amount of Offering Price Commissions(1) Proceeds (2) Guaranties(3) Per Unit(4) $ 4,233 $ 75 $ 4,158 $ 2,435.63 Total Maximum(5) $169,320 $ 3,000 $166,320 $ 97,425.00 (See Footnotes on Back of Cover Page) See Glossary for capitalized terms used herein and not otherwise defined.
Limited Partner Loans. The loans to Investors to fund a portion of the purchase price of their Units as described in, and subject to the terms of, the Loan Commitment. Limited Partner Note. The note attached as an Exhibit to the Loan Commitment which upon execution and acceptance will represent a Limited Partner Lxxx made to an Investor.
Limited Partner Loans. The per Unit cash purchase price and execution and delivery of any Loan Documents are due upon subscription. No Limited Partner will have any liability for the debts and obligations of the Partnership by reason of being a Limited Partner, except to the extent of (i) his Capital Contribution, (ii) his proportionate share of the undistributed profits of the Partnership and (iii) the amount of certain Distributions received from the Partnership as provided by the Act. Limited Partners financing a portion of the purchase price of their Units will also be liable to the Bank as provided in the Loan Documents. See "Risk Factors - Other Investment Risks - Liability Under Limited Partner Loans" and "Risk Factors - Other Investment Risks - Limited Partners' Obligation to Return Certain Distributions." See also Form of Legal Opinion of Wxxxxx Cxxxxxx Xxxxxxxxx & Rxxx, a Professional Limited Liability Company, attached hereto as Appendix E. Contribution of the General Partner
Limited Partner Loans. Any Limited Partner may make one or more loans to the Limited Partnership on terms and conditions agreed to in writing by the Limited Partner making the loan, and the General Partner. A Limited Partner making a loan shall be entitled to a claim against the assets of the Limited Partnership as a creditor of the Limited Partnership, and such claim shall be separate and distinct from such Limited Partner’s rights as a Limited Partner. The rights of a Limited Partner making a loan to the Limited Partnership, vis-à-vis other creditors of the Limited Partnership, may be subordinated or secured depending on the terms and conditions of a particular loan agreed to by a Limited Partner and the General Partner.
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Limited Partner Loans. The term "Limited Partner Loans" means loans made to the Partnership by the Limited Partners pursuant to Section 3.1(b)(iii) of the Partnership Agreement and evidenced by those new Subordinated Notes executed and delivered to the respective Limited Partners in the forms of Attachment Nos. 1, 2 and 3 hereto.

Related to Limited Partner Loans

  • General Partner Loans The General Partner, on behalf of the Partnership, may obtain any Additional Funds by causing the Partnership to incur Debt to the General Partner if (i) such Debt is, to the extent permitted by law, on substantially the same terms and conditions (including interest rate, repayment schedule, and conversion, redemption, repurchase and exchange rights) as Funding Debt incurred by the General Partner, the net proceeds of which are loaned to the Partnership to provide such Additional Funds, or (ii) such Debt is on terms and conditions no less favorable to the Partnership than would be available to the Partnership from any third party; provided, however, that the Partnership shall not incur any such Debt if any Partner would be personally liable for the repayment of such Debt (unless such Partner otherwise agrees).

  • Limited Partners The Limited Partners shall not participate in the general conduct or control of the Partnership’s affairs and shall have no right or authority to act for or to bind the Partnership. The Limited Partners shall not be required to assume, endorse or guarantee any liabilities of the Partnership.

  • Limited Partner The name and address of the New Limited Partner of the Partnership is 0000 X. Xxxx Xxxxx Xxxxxxxxx, 0xx Xxxxx, Xxxxx, Xxxxxxx 00000. The names and addresses of any other Limited Partners shall be set forth on Exhibit B, as amended from time to time, attached hereto and incorporated herein by this reference. The Partnership Interest of a Limited Partner shall be referred to herein as a “Limited Partnership Interest.”

  • Substituted Limited Partner In the event a Limited Partner transfers all or any part of such Limited Partner’s Limited Partnership Interest in compliance with the provisions of this Article VIII, the transferee of the Limited Partner shall take such Limited Partnership Interest subject to all of the terms and conditions of this Agreement, shall not be considered to have title to such Limited Partnership Interest and shall not have the right to be admitted to the Partnership as a substituted Limited Partner of the Partnership unless the transferring Limited Partner has given the transferee such right and unless:

  • Substituted Limited Partners A. No Limited Partner shall have the right to substitute a transferee as a Limited Partner in his or her place (including any transferee permitted by Section 11.3). The General Partner shall, however, have the right to consent to the admission of a transferee of the interest of a Limited Partner pursuant to this Section 11.4 as a Substituted Limited Partner, which consent may be given or withheld by the General Partner in its sole and absolute discretion. The General Partner’s failure or refusal to permit a transferee of any such interests to become a Substituted Limited Partner shall not give rise to any cause of action, whether at law or in equity, against the Partnership or any Partner.

  • General Partner Participation The General Partner agrees that all business activities of the General Partner, including activities pertaining to the acquisition, development or ownership of any Asset shall be conducted through the Partnership or one or more Subsidiary Partnerships; provided, however, that the General Partner is allowed to make a direct acquisition, but if and only if, such acquisition is made in connection with the issuance of Additional Securities, which direct acquisition and issuance have been approved and determined to be in the best interests of the General Partner and the Partnership by a majority of the Independent Directors.

  • Nature of Limited Partner Interests All Limited Partner Interests issued pursuant to, and in accordance with the requirements of, this Article V shall be fully paid and non-assessable Limited Partner Interests in the Partnership, except as such non-assessability may be affected by Sections 17-303, 17-607 or 17-804 of the Delaware Act.

  • General Partner (a) The business, property and affairs of the Partnership shall be managed under the sole, absolute and exclusive direction of the General Partner, which may from time to time delegate authority to officers or to others to act on behalf of the Partnership.

  • Partnership Funds Pending application or distribution, the funds of the Partnership shall be deposited in such bank account or accounts, or invested in such interest-bearing or non-interest bearing investment, including, without limitation, checking and savings accounts, certificates of deposit and time or demand deposits in commercial banks, U.S. government securities and securities guaranteed by U.S. government agencies as shall be designed by the General Partner. Such funds shall not be commingled with funds of any other Person. Withdrawals therefrom shall be made upon such signatures as the General Partner may designate.

  • Additional Capital Contributions and Issuances of Additional Partnership Interests Except as provided in this Section 4.2 or in Section 4.3, the Partners shall have no right or obligation to make any additional Capital Contributions or loans to the Partnership. The General Partner may contribute additional capital to the Partnership, from time to time, and receive additional Partnership Interests in respect thereof, in the manner contemplated in this Section 4.2.

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