No Transfers Violating Securities Laws. The General Partner may prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that such transfer would not require filing of a registration statement under the Securities Act or would not otherwise violate any federal or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effect.
Appears in 32 contracts
Samples: Stockholders Agreement (Parkway Properties Inc), Agreement and Plan of Merger (New York REIT, Inc.), Agreement (Whitestone REIT)
No Transfers Violating Securities Laws. The General Partner may prohibit any transfer of Partnership Units Transfer by a Limited Partner unless it receives a written of its Partnership Units if, in the opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to , such Limited Partner to Transfer would require the effect that such transfer would not require filing of a registration statement under the Securities Act Act, or would not otherwise violate any federal or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effectUnits.
Appears in 30 contracts
Samples: Agreement and Plan of Merger (Healthcare Realty Trust Inc), Grubb & Ellis Healthcare REIT II, Inc., Griffin-American Healthcare REIT II, Inc.
No Transfers Violating Securities Laws. The General Partner may prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written if, in the opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that , such transfer would not require filing of a registration statement under the Securities Act or would not otherwise violate any federal federal, or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effectUnit.
Appears in 26 contracts
Samples: Agreement (Cb Richard Ellis Realty Trust), Agreement (Cb Richard Ellis Realty Trust), Fourth (Gramercy Property Trust Inc.)
No Transfers Violating Securities Laws. The General Partner may prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written of his Partnership Units if, in the opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that , such transfer would not require filing of a registration statement under the Securities Act of 1933 or would not otherwise violate any federal or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effectUnits.
Appears in 8 contracts
Samples: Regency Centers Lp, Agreement (Regency Realty Corp), Regency Centers Corp
No Transfers Violating Securities Laws. The General Partner may prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that such transfer would not require filing of a registration statement under the Securities Act or would not otherwise violate any federal federal, or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effect.
Appears in 7 contracts
Samples: Assignment and Assumption Agreement (Equity Office Properties Trust), Guaranty Agreement (Equity Office Properties Trust), Equity Office Properties Trust
No Transfers Violating Securities Laws. The Without limiting the generality of Section 11.3.A hereof, the General Partner may prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written of its Partnership Interest if, in the opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that , such transfer would not require filing of a registration statement under the Securities Act or Exchange Act or would not otherwise violate any federal or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effectUnits.
Appears in 6 contracts
Samples: Limited Partnership Agreement (JBG SMITH Properties), Contribution and Assignment Agreement (Vornado Realty Lp), Limited Partnership Agreement (JBG SMITH Properties)
No Transfers Violating Securities Laws. The Without limiting the generality of Section 11.3.A hereof (and in addition to the requirements set forth in that section), the General Partner may prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to Partner’s Partnership Interest if, in the effect that such determination of the General Partner, after consulting with legal counsel, the proposed transfer would not require filing of a registration statement under the Securities Act (and the filing has not been made or is not effective) or would not otherwise violate any federal or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effectUnits.
Appears in 4 contracts
Samples: Limited Partnership Agreement (Clipper Realty Inc.), Limited Partnership Agreement (Forest City Realty Trust, Inc.), Limited Partnership Agreement (Forest City Enterprises Inc)
No Transfers Violating Securities Laws. The Managing General Partner may prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that such transfer would not require filing of a registration statement under the Securities Act or would not otherwise violate any federal federal, or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effect.
Appears in 3 contracts
Samples: Assignment and Assumption Agreement (Equity Office Properties Trust), Assignment and Assumption Agreement (Equity Office Properties Trust), Equity Office Properties Trust
No Transfers Violating Securities Laws. The General Partner may prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that such transfer would not require filing of a registration statement under the Securities Act or would not otherwise violate any federal or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effect.
Appears in 3 contracts
Samples: Host Hotels & Resorts L.P., Host Hotels & Resorts L.P., Host Hotels & Resorts, Inc.
No Transfers Violating Securities Laws. The General Partner may in its sole discretion, prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written if, in the opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that , such transfer would not require filing of a registration statement under the Securities Act or would not otherwise violate any federal federal, or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effectUnit.
Appears in 2 contracts
Samples: American Industrial Properties Reit Inc, American Industrial Properties Reit Inc
No Transfers Violating Securities Laws. The Without limiting the generality of Section 11.3.A hereof, the General Partner may prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written of its Partnership Interest if, in the opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that , such transfer would not require filing of a registration statement under the Securities Act or would not otherwise violate any federal or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effect.Units
Appears in 2 contracts
Samples: Limited Partnership Agreement (Urban Edge Properties), Limited Partnership Agreement (Urban Edge Properties)
No Transfers Violating Securities Laws. The General Partner may -------------------------------------- prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that such transfer would not require filing of a registration statement under the Securities Act or would not otherwise violate any federal or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effect.
Appears in 2 contracts
Samples: Host Marriott L P, Host Marriott Trust
No Transfers Violating Securities Laws. The General Partner may prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written if, in the opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that , such transfer would not require filing of a registration statement under the Securities Act or would not otherwise violate any federal federal, state or state foreign securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effectUnit.
Appears in 2 contracts
No Transfers Violating Securities Laws. The General Partner may prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that such transfer would not require filing of a registration statement under the Securities Act or would not otherwise violate any federal or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effect.. E.
Appears in 1 contract
Samples: HMC Merger Corp
No Transfers Violating Securities Laws. The General Partner may prohibit any transfer of Partnership Units by a Limited Partner of its Partnership Units unless it receives a written opinion of legal counsel counsel, (which opinion and counsel consent shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that such transfer would not require filing of a registration statement under the Securities Act or would not otherwise violate any federal or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, Units or at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effect.
Appears in 1 contract
Samples: National Health Realty Inc
No Transfers Violating Securities Laws. The General Partner may prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written opinion of legal counsel (which opinion and counsel shall be 39 reasonably satisfactory to the Partnership) to such Limited Partner to the effect that such transfer would not require filing of a registration statement under the Securities Act or would not otherwise violate any federal federal, or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effect.
Appears in 1 contract
Samples: LaSalle Hotel Properties
No Transfers Violating Securities Laws. The General Partner may prohibit prohibit, subject to the provisions of an Applicable Contribution Agreement, any transfer of Partnership Units by a Limited Partner of its Partnership Units unless it receives a written opinion of legal counsel (which opinion and counsel consent shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that such transfer would not require filing of a registration statement under the Securities Act or would not otherwise violate any federal or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, Units or at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effect.
Appears in 1 contract
Samples: Burnham Pacific Properties Inc
No Transfers Violating Securities Laws. The In addition, the General Partner may prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that such transfer would not require filing of a registration statement under the Securities Act or would not otherwise violate any federal or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effect.
Appears in 1 contract
Samples: Gadsden Growth Properties, Inc.
No Transfers Violating Securities Laws. The General Partner may prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that such transfer would not require filing of a registration statement under the Securities Act or would not otherwise violate or cause the Partnership to violate any federal federal, or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effect.
Appears in 1 contract
Samples: Presidio Golf Trust
No Transfers Violating Securities Laws. The General Partner may prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that such transfer would not require filing of a registration statement under the Securities Act or would not otherwise violate any U.S. federal or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effect.
Appears in 1 contract
Samples: Agreement of Limited Partnership (Great Ajax Corp.)
No Transfers Violating Securities Laws. The General Partner may prohibit any transfer of Partnership Units by a Limited Partner unless it receives a written opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that such transfer would not require filing of a registration statement under the Securities Act or would not otherwise violate any federal or state securities laws or regulations applicable to the Partnership or the Partnership Unit or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effect; provided that the General Partner may waive the receipt of any such opinion as a condition.
Appears in 1 contract
No Transfers Violating Securities Laws. The General Partner may prohibit any transfer of Partnership Units by a Limited Partner of its Partnership Units unless it receives a written opinion of legal counsel (which opinion and counsel shall be reasonably satisfactory to the Partnership) to such Limited Partner to the effect that such transfer would not require filing of a registration statement under the Securities Act of 1933 or would not otherwise violate any federal or state securities laws or regulations applicable to the Partnership or the Partnership Unit Units or, at the option of the Partnership, an opinion of legal counsel to the Partnership to the same effect.
Appears in 1 contract
Samples: Cornerstone Properties Inc
