Common use of No Transfers to Holders of Nonrecourse Liabilities Clause in Contracts

No Transfers to Holders of Nonrecourse Liabilities. No pledge or transfer of any Partnership Units may be made to a lender to the Partnership or any Person who is related (within the meaning of Section 1.752-4(b) of the Regulations) to any lender to the Partnership whose loan otherwise constitutes a Nonrecourse Liability unless (i) the General Partner is provided prior written notice thereof and (ii) the lender enters into an arrangement with the Partnership and the General Partner to exchange or redeem for the Redemption Amount any Partnership Units in which a security interest is held simultaneously with the time at which such lender would be deemed to be a partner in the Partnership for purposes of allocating liabilities to such lender under Section 752 of the Code.

Appears in 31 contracts

Samples: Agreement (Broad Street Realty, Inc.), Agreement (Education Realty Operating Partnership L P), Freehold Properties, Inc.

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No Transfers to Holders of Nonrecourse Liabilities. No pledge or transfer of any Partnership Units may be made to a lender to the Partnership or any Person who is related (within the meaning of Section 1.752-4(b) of the Regulations) to any lender to the Partnership whose loan otherwise constitutes a Nonrecourse Liability unless (i) without the consent of the General Partner is provided prior written notice thereof Partner, in its sole and (ii) absolute discretion; provided, that as a condition to such consent the lender enters will be required to enter into an arrangement with the Partnership and the General Partner to exchange or redeem for the Redemption Amount any Partnership Units in which a security interest is held simultaneously with the time at which such lender would be deemed to be a partner in the Partnership for purposes of allocating liabilities to such lender under Section 752 of the Code.

Appears in 16 contracts

Samples: Limited Partnership Agreement, Limited Partnership Agreement (JBG SMITH Properties), Limited Partnership Agreement (JBG SMITH Properties)

No Transfers to Holders of Nonrecourse Liabilities. No pledge or transfer of any Partnership Units may be made to a lender to the Partnership Partnership, or to any Person who is related (within the meaning of Section 1.752-4(b) of the Regulations) to any lender to the Partnership Partnership, whose loan otherwise constitutes a Nonrecourse Liability unless (i) without the consent of the General Partner is Partner, in its sole and absolute discretion; provided prior written notice thereof and (ii) that, as a condition to such consent the lender enters will be required to enter into an arrangement with the Partnership and the General Partner to exchange or redeem for the Redemption Amount any Partnership Units transferred or in which a security interest is held simultaneously with the time at which such lender would be deemed to be a partner in the Partnership for purposes of allocating liabilities to such lender under Section 752 of the Code.

Appears in 15 contracts

Samples: Fourth (Gramercy Property Trust Inc.), Gramercy Property Trust, Gramercy Property Trust Inc.

No Transfers to Holders of Nonrecourse Liabilities. No pledge Pledge or transfer of any Partnership Units may be made to a lender to the Partnership or any Person who is related (within the meaning of Section 1.752-4(b) of the Regulations) to any lender to the Partnership whose loan otherwise constitutes a Nonrecourse Liability unless (i) the General Partner is provided prior written notice thereof and (ii) the lender enters into an arrangement with the Partnership and the General Partner to exchange or redeem for the Redemption Amount any Partnership Units in which a security interest is held simultaneously with the time at which such lender would be deemed to be a partner in the Partnership for purposes of allocating liabilities to such lender under Section 752 of the Code.

Appears in 7 contracts

Samples: LaSalle Hotel Properties, Guaranty Agreement (Equity Office Properties Trust), Assignment and Assumption Agreement (Equity Office Properties Trust)

No Transfers to Holders of Nonrecourse Liabilities. No pledge or transfer of any Partnership Units may be made to a lender to the Partnership or any Person who is related (within the meaning of Section 1.752-4(b) of the Regulations) to any lender to the Partnership whose loan otherwise constitutes a Nonrecourse Liability unless (i) the General Partner is provided prior written notice thereof and (ii) the lender enters into an arrangement with the Partnership and the General Partner to exchange or redeem for the Redemption Amount any Partnership Units in which a security interest is held simultaneously with the time at which such lender would be deemed to be a partner in the Partnership for purposes of allocating liabilities to such lender under Section 752 of the Code.

Appears in 6 contracts

Samples: Agreement of Limited Partnership (Kite Realty Group Trust), Kite Realty Group Trust, Carramerica Realty Operating Partnership Lp

No Transfers to Holders of Nonrecourse Liabilities. No pledge or transfer other Transfer of any Partnership Units may be made to a lender to the Partnership or any Person who is related (within the meaning of Section 1.752-4(b) of the Regulations) to any lender to the Partnership whose loan otherwise constitutes a Nonrecourse Liability unless (i) the General Partner is provided prior written notice thereof and (ii) the lender enters into an arrangement with the Partnership and the General Partner to exchange or redeem for the Redemption Amount any Partnership Units in which a security interest is held simultaneously with the time at which such lender would be deemed to be a partner in the Partnership for purposes of allocating liabilities to such lender under Section 752 of the Code.

Appears in 4 contracts

Samples: InfraREIT, Inc., InfraREIT, Inc., InfraREIT, Inc.

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No Transfers to Holders of Nonrecourse Liabilities. No pledge Pledge or transfer of any Partnership Units may be made to a lender to the Partnership or any Person who is related (within the meaning of Section 1.752-4(b) of the Regulations) to any lender to the Partnership whose loan otherwise constitutes a Nonrecourse Liability unless (i) the Managing General Partner is provided prior written notice thereof and (ii) the lender enters into an arrangement with the Partnership and the Managing General Partner to exchange or redeem for the Redemption Amount any Partnership Units in which a security interest is held simultaneously with the time at which such lender would be deemed to be a partner in the Partnership for purposes of allocating liabilities to such lender under Section 752 of the Code.

Appears in 2 contracts

Samples: Assignment and Assumption Agreement (Equity Office Properties Trust), Assignment and Assumption Agreement (Equity Office Properties Trust)

No Transfers to Holders of Nonrecourse Liabilities. No pledge pledge, assignment or other transfer of any Partnership Units may be made to a lender to the Partnership or any Person who is related (within the meaning of Section 1.752-4(b) of the Regulations) to any lender to the Partnership whose loan otherwise constitutes a Nonrecourse Liability unless (i) without the consent of the General Partner is Partner, in its sole and absolute discretion; provided prior written notice thereof and (ii) that, as a condition to such consent the lender enters will be required to enter into an arrangement with the Partnership and the General Partner to exchange or redeem for the Redemption Amount any Partnership Units in which a security interest is held simultaneously with the time at which such lender would be deemed to be a partner in the Partnership for purposes of allocating liabilities to such lender under Section 752 of the Code.

Appears in 2 contracts

Samples: Carramerica Realty Corp, Carramerica Realty Corp

No Transfers to Holders of Nonrecourse Liabilities. No pledge or transfer of any Partnership Units may be made to a lender to the Partnership or any Person who is related (within the meaning of Section 1.752-4(b) of the Regulations) to any lender to the Partnership whose loan otherwise constitutes a Nonrecourse Liability unless unless: (i) the General Partner is provided prior written notice thereof thereof; and (ii) the lender enters into an arrangement with the Partnership and the General Partner to exchange or redeem for the Redemption Exchange Amount any Partnership Units in which a security interest is held simultaneously with the time at which such lender would be deemed to be a partner in the Partnership for purposes of allocating liabilities to such lender under Section 752 of the Code.

Appears in 1 contract

Samples: Gadsden Growth Properties, Inc.

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