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 Partners. (a) The General Partner may admit one or more Limited Partners as of the beginning of each calendar month or at such other times as the General Partner may determine. A Person may be admitted to the Partnership as a Limited Partner without having signed this Agreement. This Agreement shall not be unenforceable by reason of it not having been signed by a person being admitted as a Limited Partner. The General Partner, in its sole and absolute discretion, may reject requests to purchase Units in the Partnership. The General Partner may, in its sole discretion, suspend or terminate the offering of the Units at any time. The books and records of the Partnership shall be revised to reflect the name and Capital Contribution of each Limited Partner that is admitted to the Partnership.
Limited Partners. (a) The General Partner may, at any time and without advance notice to or consent from any other Partner, admit to the Partnership any Person who agrees to be bound by all of the terms of this Agreement as an additional Limited Partner. The General Partner may in its absolute discretion reject subscriptions for Interests (or portions of Interests) and/or may suspend subscriptions. The admission of any Person as an additional Limited Partner will be effective upon the General Partner's acceptance on behalf of the Partnership of such Person's subscription for Interests and the execution and delivery by, or on behalf of, the additional Limited Partner of this Agreement or an instrument that constitutes the execution and delivery of this Agreement. The General Partner will cause the books and records of the Partnership to reflect the name and the required contribution to the capital of the Partnership of the additional Limited Partner.
Limited Partners. (a) No Limited Partner shall take part in the management or control of the Partnership's business, transact any business in the Partnership's name or have the power to sign documents for or otherwise to bind the Partnership.
Limited Partners. The Limited Partners have contributed cash or their respective ownership interests in the Contributed Property to the Partnership as identified on Exhibit A attached hereto. The Agreed Values of the Limited Partners' proportionate ownership interest in the Contributed Properties as of the date of contribution are set forth on Exhibit A attached hereto.
Limited Partners. No person in such person's capacity as a Limited Partner will have any voice in, or take part in the management of the business or affairs of the Partnership or have the right or authority to act for, or bind the Partnership. The Limited Partners will not be liable for any of the losses, debts or liabilities of the Partnership in excess of the balance of their respective Capital Accounts, except as otherwise expressly provided by law. A General Partner may also be a Limited Partner.
Limited Partners. (i) On the date of this Agreement, immediately following the Opco Partnership Division (and, with respect to Newmark Holdings, the Holdings Partnership Contribution), the Limited Partners shall hold the Limited Partnership Interests (including, for the avoidance of doubt, the Special Voting Limited Partnership Interest), which shall have the Units, Non-Participating Units (in the case of the Special Voting Limited Partnership Interest) and the Capital set forth on Schedule 4.02 and Schedule 5.01, respectively.
Limited Partners. The name, address and the amount of the initial Capital Contribution of each Limited Partner shall be recorded on the books and records of the Fund upon acceptance as a contribution to the capital of the Fund. From time to time, the books and records of the Fund shall be amended to reflect the name, address and Capital Contribution of each Limited Partner (including, as permitted by this Agreement, adding the name, address and Capital Contribution of each additional Limited Partner who is admitted or becomes a Substituted Limited Partner pursuant to a Transfer of Interests and deleting the name, address and Capital Contribution of Persons ceasing to be Limited Partners). The Limited Partners shall have the management and voting rights set forth in this Agreement and provided under the Act and the Investment Company Act and shall have all rights to any allocations and to any distributions as may be authorized and set forth under this Agreement and under the Act.
Limited Partners. (a) No Limited Partner shall take part in the operation, management or control (within the meaning of the Act) of the Partnership's business, transact any business in the Partnership's name or have the power to sign documents for or otherwise bind the Partnership; provided, however, that nothing contained herein is intended to limit the ability of any Limited Partner who is employed by the Partnership to discharge the express duties and responsibilities of such employment.
Limited Partners. The Parties acknowledge and agree that the LP Sellers are acting in all matters with respect to the Partnership hereunder as limited partners.