Organizational Limited Partner Sample Clauses

Organizational Limited Partner. Upon the admission to the Partnership of any Limited Partner, the Organizational Limited Partner shall withdraw from the Partnership as the Organizational Limited Partner and shall be entitled to the return of his Capital Contribution, if any, without interest or deduction, and shall cease to be a Limited Partner of the Partnership.
Organizational Limited Partner. At and as of the Time of Delivery, the Partnership interest of the Organizational Limited Partner was terminated and the Partnership Interest of BMC was as described in Section 4.1.
Organizational Limited Partner. At and as of the Time of Delivery, the Partnership interest of the Organizational Limited Partner shall be terminated and the Partnership Interest of BMC shall be as described in Section 4.1.
Organizational Limited Partner. The Organizational Limited Partner who is hereby admitted as the organizational limited partner of the Partnership is Xxxxxxxxxxx X. Xxxxxxxx, 00 Xxxxxxx Xxxxx, Xxxxx Xxxxxxx, Xxxxxxxx 00000. Upon admission to the Partnership of the Initial Limited Partners, the Organizational Limited Partner will withdraw from the Partnership and receive a return of his Capital Contribution.
Organizational Limited Partner. In order to create the Partnership under the California Act, the Partnership has heretofore accepted a capital contribution in the amount of $10 from the Organizational Limited Partner for an interest as a Limited Partner. Any allocations, interest, or other profit which may have resulted from the investment or other use of such amount paid by the Organizational Limited Partner to the Partnership prior to admittance of the Initial Limited Partners shall be allocated 99% to the General Partner and 1% to the Organizational Limited Partner. The interest acquired by the Organizational Limited Partner pursuant to this Section 2.7 is not transferable except by operation of law.
Organizational Limited Partner. At and as of the Time of Delivery, the Partnership Interest of the Organizational Limited Partner was exchanged for a LP Unit and the Organizational Limited Partner automatically became a Limited Partner and the Partnership Interest of RTI was as described in Section 4.1(a).
Organizational Limited Partner. In order to form the Partnership under the Delaware RULPA, the General Partner has accepted contributions to the capital of the Partnership in the amount of $10.00 from Edwin Jacobson, as an organizational limited partner, for an interest xx xxx Xxxxxxrship, and Edwin Jacobson thereafter assigned all rights, title and interest in xxx xx xxxx xxterest to CMC which has been admitted to the Partnership as a limited partner of the Partnership and as part of the assignment, the General Partner and Organizational Limited Partner entered into the Second Agreement which is amended and restated in its entirety by this Agreement.
Organizational Limited Partner. 2.10 Both General and Limited Partner....................................

Related to Organizational Limited Partner

  • Additional Limited Partners Subject to the other terms of this Agreement, the rights and obligations of an Additional Limited Partner to which Units are issued shall be set forth in such Additional Limited Partner’s Partner Agreement, the Unit Designation relating to the Units issued to such Additional Limited Partner or a written document thereafter attached to and made an exhibit to this Agreement, which exhibit shall be an amendment to this Agreement (but shall not require the approval of any Limited Partner) and shall be incorporated herein by this reference. Such rights and obligations may include, without limitation, provisions describing the vesting of the Units issued to such Additional Limited Partner and the reallocation of such Units or other consequences of the Withdrawal of such Additional Limited Partner other than due to a breach of any of the covenants in Section 2.13(b) or, if applicable, any of those provided in such Additional Limited Partner’s Partner Agreement.

  • Ownership by Limited Partner of Corporate General Partner or Affiliate No Limited Partner shall at any time, either directly or indirectly, own any stock or other interest in the General Partner or in any Affiliate thereof, if such ownership by itself or in conjunction with other stock or other interests owned by other Limited Partners would, in the opinion of counsel for the Partnership, jeopardize the classification of the Partnership as a partnership for federal tax purposes. The General Partner shall be entitled to make such reasonable inquiry of the Limited Partners as is required to establish compliance by the Limited Partners with the provisions of this Section.

  • Admission of Additional Limited Partners A. After the admission to the Partnership of the initial Limited Partners on the date hereof, a Person who makes a Capital Contribution to the Partnership in accordance with this Agreement shall be admitted to the Partnership as an Additional Limited Partner only upon furnishing to the General Partner (i) evidence of acceptance in form satisfactory to the General Partner of all of the terms and conditions of this Agreement, including, without limitation, the power of attorney granted in Section 2.4 and (ii) such other documents or instruments as may be required in the discretion of the General Partner in order to effect such Person’s admission as an Additional Limited Partner.

  • Formation of Limited Partnership (a) The Partnership is formed as a limited partnership pursuant to the Certificate and this Agreement. The Partners agree that their rights, duties and liabilities will be as provided in the Delaware Act, except as otherwise provided in this Agreement. The General Partner will cause the Certificate to be executed and filed in accordance with the Delaware Act and will cause to be executed and filed with applicable governmental authorities any other instruments, documents and certificates that the General Partner concludes may from time to time be required by the laws of the United States of America, the State of Delaware or any other jurisdiction in which the General Partner determines that the Partnership should do business, or any political subdivision or agency of any such jurisdiction, or that the General Partner determines is necessary or appropriate to effectuate, implement and continue the valid existence and business of the Partnership.

  • 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 against the Partnership or any Partner.

  • Organization, Good Standing, Etc Each Credit Party (i) is a corporation, limited liability company or limited partnership, duly organized, validly existing and in good standing under the laws of the state or jurisdiction of its organization, (ii) has all requisite power and authority to execute and deliver this Amendment, consummate the transactions contemplated hereby and perform the Credit Agreement, as amended and modified hereby and (iii) is duly qualified to do business and is in good standing in each jurisdiction in which the character of the properties owned or leased by it or in which the transaction of its business makes such qualification necessary other than in such jurisdictions where the failure to be so qualified and in good standing could not reasonably be expected to have a Material Adverse Effect.

  • Certification of Limited Liability Company and Limited Partnership Interests Each Grantor acknowledges and agrees that, to the extent any interest in any limited liability company or limited partnership controlled by any Grantor and pledged under Section 2.01 is a “security” within the meaning of Article 8 of the UCC and is governed by Article 8 of the UCC, such interest shall be represented by a certificate. Each Grantor further acknowledges and agrees that with respect to any interest in any limited liability company or limited partnership controlled on or after the date hereof by such Grantor and pledged hereunder that is not a “security” within the meaning of Article 8 of the UCC, such Grantor shall at no time elect to treat any such interest as a “security” within the meaning of Article 8 of the UCC, nor shall such interest be represented by a certificate, unless such election and such interest is thereafter represented by a certificate that is promptly delivered to the Collateral Agent pursuant to the terms hereof.

  • Admission of Initial Limited Partners Upon the issuance by the Partnership of Common Units, Subordinated Units and Incentive Distribution Rights to the General Partner, GasLog and the Underwriters as described in Section 5.1 and Section 5.2, the Board of Directors admitted such parties to the Partnership as Initial Limited Partners in respect of the Common Units, Subordinated Units or Incentive Distribution Rights issued to them.

  • Amendment of Partnership Agreement Meetings (a) Sections 14.1(a), 14.1(c) and 14.1(d) are hereby amended by inserting the words "and 4.8(f)(ii)" after each reference to "4.5(f)(ii)" therein.