Limited Partners' Covenant. Each Limited Partner covenants and agrees with the General Partner that all Offered Units tendered to the General Partner in accordance with the exercise of Redemption Rights herein provided shall be delivered to the General Partner free and clear of all liens, claims and encumbrances whatsoever and should any such liens, claims and/or encumbrances exist or arise with respect to such Offered Units, the General Partner shall be under no obligation to acquire the same. Each Limited Partner further agrees that, in the event any state or local property transfer tax is payable as a result of the transfer of its Offered Units to the General Partner (or its designee), such Limited Partner shall assume and pay such transfer tax.
Appears in 4 contracts
Samples: Partnership Agreement (Philips International Realty Corp), Agreement (Philips International Realty Corp), Agreement (Philips International Realty Corp)
Limited Partners' Covenant. Each Limited Partner covenants and agrees with the General Partner that all Offered Units tendered to the General Partner or the Partnership, as the case may be, in accordance with the exercise of Redemption Rights herein provided shall be delivered to the General Partner free and clear of all liens, claims and encumbrances whatsoever Liens and should any such liens, claims and/or encumbrances Liens exist or arise with respect to such Offered Units, the General Partner or the Partnership, as the case may be, shall be under no obligation to acquire or redeem the same. Each Limited Partner further agrees that, in the event any state or local property transfer tax is payable as a result of the transfer of its Offered Units to the General Partner (Partner, the Partnership or its designee)their respective designees, such Limited Partner shall assume and pay such transfer tax.
Appears in 3 contracts
Samples: Rights And (American Real Estate Investment Corp), Keystone Property Trust, American Real Estate Investment Corp
Limited Partners' Covenant. Each Limited Partner covenants and agrees with the General Partner that all Offered Units Interests tendered to the General Partner in accordance with the exercise of Redemption Rights herein provided shall be delivered to the General Partner free and clear of all liens, claims and encumbrances whatsoever Liens and should any such liens, claims and/or encumbrances Liens exist or arise with respect to such Offered UnitsInterests, the General Partner shall be under no obligation to acquire the same. Each Limited Partner further agrees that, in the event any state or local property transfer tax is payable as a result of the transfer of its Offered Units Interests to the General Partner (or its designee), such Limited Partner shall assume and pay such transfer tax.
Appears in 2 contracts
Samples: Agreement (American Real Estate Investment Corp), Agreement (American Real Estate Investment Corp)
Limited Partners' Covenant. Each Limited Partner covenants and agrees with the General Partner that all Offered Units tendered to the General Partner in accordance - 40 - with the exercise of Redemption Rights herein provided shall be delivered to the General Partner free and clear of all liens, claims and encumbrances whatsoever and should any such liens, claims and/or encumbrances exist or arise with respect to such Offered Units, the General Partner shall be under no obligation to acquire the same. Each Limited Partner further agrees that, in the event any state or local property transfer tax is payable as a result of the transfer of its Offered Units to the General Partner (or its designee), such Limited Partner shall assume and pay such transfer tax.
Appears in 1 contract
Samples: Cali Realty Corp /New/
Limited Partners' Covenant. Each Limited Partner covenants -------------------------- and agrees with the General Partner that all Offered Units tendered to the General Partner in accordance with the exercise of Redemption Rights herein provided shall be delivered to the General Partner free and clear of all liens, claims and encumbrances whatsoever and should any such liens, claims and/or encumbrances exist or arise with respect to such Offered Units, the General Partner shall be under no obligation to acquire the same. Each Limited Partner further agrees that, in the event any state or local property transfer tax is payable as a result of the transfer of its Offered Units to the General Partner (or its designee), such Limited Partner shall assume and pay such transfer tax.
Appears in 1 contract
Samples: Partnership Agreement (Reckson Associates Realty Corp)