Redemption Limitations Sample Clauses
Redemption Limitations. The General Partner may cause the Fund to redeem fewer Units than have been requested in any particular calendar quarter to be redeemed under this Program, or none at all, in its discretion at any time. In addition, redemptions under this Program will be limited in any calendar quarter to 5% of the Fund’s Units outstanding (by aggregate NAV of the Partnership (including NAV attributable to any Feeder Fund) and any Parallel Investment Entity) as of the last calendar day of the immediately preceding calendar quarter. If the quarterly volume limitation is reached in any particular calendar quarter or the General Partner determines to redeem fewer Units than have been requested to be redeemed in any particular calendar quarter, Units submitted for redemption for such calendar quarter will be redeemed on a pro rata basis after the Fund has redeemed all Units for which redemption has been requested due to death, disability or divorce and other limited exceptions. Unsatisfied redemption requests will not be automatically carried over to the next redemption period and, in order for a redemption request to be reconsidered, Limited Partners must resubmit their redemption request in the next quarterly Redemption Window, or upon the recommencement of this Program, as applicable. Limited Partners who are exchanging a class of Units for an equivalent aggregate NAV of another class of Units will not be subject to and will not be treated as redeeming for the calculation of, the 5% quarterly calculation on redemptions and will not be subject to the Early Redemption Deduction (as defined below). Should redemption requests, in the General Partner’s judgment, place an undue burden on the Fund’s liquidity, adversely affect the Fund’s operations or risk having an adverse impact on the Fund as a whole, or should the General Partner otherwise determine that investing its liquid assets or other investments rather than redeeming the Fund’s Units is in the best interests of the Fund as a whole, the General Partner may choose to redeem fewer Units in any particular calendar quarter than have been requested to be redeemed, or, with the approval of the Independent Directors, none at all. Further, the General Partner (with the approval of the Independent Directors) may make exceptions, modify or suspend this Program (including to make exceptions to the redemption limitations, or redeem fewer Units than such redemption limitations) if, in its reasonable judgment, it deems such action to ...
Redemption Limitations. The Board of Managers may require that any Member (or group of Members) redeem all of its (or their) Units pursuant to the Redemption Right to the extent the Board of Managers determines that such Redemption is necessary or appropriate to avoid undue risk that the Company may be classified as a “publicly traded partnership” within the meaning of Section 7704 of the Code. Upon delivery of any notice by the Board to such Member (or group of Members) requiring such Redemption, such Member (or group of Members) shall exchange, subject to exercise by the Corporation (or such other member(s) of the Corporation designated by the Corporation) of its option to elect to have the Redeemed Units be redeemed in consideration for a Cash Settlement pursuant to Section 11.01(b), all of its (or their) Units effective as of the date specified in such notice (and such date shall be deemed to be a Redemption Date for purposes of this Agreement) in accordance with this Section 11.07 and otherwise in accordance with the requirements set forth in such notice.
Redemption Limitations. A Series may redeem fewer Shares than have been requested in any particular quarter to be redeemed under the Program, or none at all, in our discretion at any time. In addition, the aggregate NAV of total redemptions of Shares will be limited to no more than 5% of the Company’s aggregate NAV per calendar quarter (measured using the average aggregate NAV attributable to Shareholders as of the end of the immediately preceding calendar quarter), without duplication. Aggregate NAV will be reflective of Series I NAV which consists of all the underlying assets of Series II. In the event that the Company determines to redeem some but not all of the Shares submitted for redemption during any quarter, Shares submitted for redemption during such quarter will be redeemed on a pro rata basis after the Company has redeemed all Shares for which redemption has been requested due to death, divorce, dissolution, bankruptcy, insolvency or adjudicated incompetence of the Shareholder. All unsatisfied redemption requests must be resubmitted after the start of the next quarter, or upon the recommencement of the Program, as applicable. The Transaction Price for each quarter will be available on the Company’s website at ▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇. Each Series will not redeem Shares if (1) such purchases would impair the Company’s status as a holding company; (2) the Series would not be able to sell our assets in a manner that is orderly and consistent with our objectives in order to purchase Shares under this Program; or (3) there is, in the Board’s judgment any (a) legal action or proceeding instituted or threatened challenging the share redemption program or otherwise materially and adversely affecting the Company, (b) declaration of a banking moratorium by Federal or state authorities or any suspension of payment by banks in the United States or New York State, which is material to the Company, (c) limitation imposed by Federal or state authorities on the extension of credit by lending institutions, (d) commencement or escalation of war, armed hostilities, acts of terrorism, natural disasters, public health crises or other international or national calamity directly or indirectly involving the United States that in the sole determination of the Board is material to the Company, (e) a material decrease in the estimated NAV from the estimated NAV as of the commencement of the Share redemption offer or (f) other events or conditions that would have a material adverse effect on the Co...
Redemption Limitations. Notwithstanding anything herein to the contrary, the Company shall be prohibited from redeeming any of the Notes pursuant to Section 4(a) unless (A) the Common Stock is trading on the Trading Market and all of the Redemption Shares to be issued upon such redemption are listed for trading on a Trading Market, (B) there is a sufficient number of authorized but unissued and otherwise unreserved shares of Common Stock for the issuance of all of the Redemption Shares to be issued upon such redemption, (C) the issuance of the Redemption Shares plus the shares of Common Stock issuable upon exercise of the outstanding Warrants would not cause the Company to exceed that number of shares of Common Stock that the Company is permitted to issue without breaching the Company’s obligations under the rules or regulations of the Trading Market (except that such limitation shall not apply in the event that the Company obtains the approval of its shareholders as required by the Trading Market or any successor rule or regulation) for issuances of Common Stock in excess of such amount, and (D) a Registration Statement is in effect on the Redemption Date pursuant to which the Holder is permitted to utilize the prospectus thereunder to resell all of such Redemption Shares.