Common use of Special Right of Redemption for Limited Partners Clause in Contracts

Special Right of Redemption for Limited Partners. Any Limited Partner may, in connection with the dissolution and liquidation of such Limited Partner, tender to the Partnership for redemption all of such Limited Partner's Interest by delivering to the General Partner a written notice (in a form approved by the General Partner) stating the Limited Partner's request to redeem all of its Interest and the effective date of such redemption. The effective date of such redemption shall be the last Business Day of any calendar quarter, provided that such effective date shall not occur within 90 days after the General Partner actually receives the redeeming Limited Partner's notice of redemption. In the event of such a tender for redemption, the Partnership, subject always to (a) the Partnership's ability to liquidate sufficient Partnership investments in an orderly fashion determined by the Directors to be fair and reasonable to the Partnership and all of the Limited Partners, (b) the right of the General Partner to retain assets to pay Partnership liabilities and set aside reserves for contingencies, and (c) the General Partner's ability to determine the value of the redeeming Limited Partner's Interest, shall pay to such redeeming Limited Partner (i) within 90 days, or as soon as practicable thereafter, 90% of the proceeds of such redemption (such proceeds being the amount in the redeeming Limited Partner's Capital Account as of the effective date of the redemption, less any fees and expenses incurred by the Partnership as a result of such redemption and any amounts owed by the redeeming Limited Partner to the Partnership) and (ii) promptly following the completion of the audit of the Partnership for the Fiscal Year during which the effective date of the redemption occurs, the balance of such proceeds (with interest thereon at the money market rate then in effect at the depository with which the Partnership maintains its liquid cash accounts), provided that such proceeds in either instance may be paid in cash (in U.S. dollars), by means of in-kind distribution of Partnership investments, or as a combination of cash and in-kind distribution of Partnership investments. Notwithstanding any other provision of this Agreement, the General Partner may, in its absolute discretion, refuse to pay any redemption proceeds to a redeeming Limited Partner if the General Partner suspects or is advised that the payment of any redemption proceeds to such redeeming Limited Partner may result in a breach or violation of any anti-money laundering law by any Person in any relevant jurisdiction or if such refusal is necessary to ensure compliance by the Partnership, the General Partner, the Adviser, or any of the Directors with any anti-money laundering law in any relevant jurisdiction.

Appears in 2 contracts

Samples: The Endowment (Endowment Master Fund L P), Endowment Master (Endowment Master Fund L P)

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Special Right of Redemption for Limited Partners. Any Limited Partner may, in connection with the dissolution and liquidation of such Limited Partner, tender to the Partnership for redemption all of such Limited Partner's ’s Interest by delivering to the General Partner a written notice (in a form approved by the General Partner) stating the Limited Partner's ’s request to redeem all of its Interest and the effective date of such redemption. The effective date of such redemption shall be the last Business Day of any calendar quarter, provided that such effective date shall not occur within 90 days after the General Partner actually receives the redeeming Limited Partner's ’s notice of redemption. In the event of such a tender for redemption, the Partnership, subject always to (a) the Partnership's ’s ability to liquidate sufficient Partnership investments in an orderly fashion determined by the Directors to be fair and reasonable to the Partnership and all of the Limited Partners, (b) the right of the General Partner to retain assets to pay Partnership liabilities and set aside reserves for contingencies, and (c) the General Partner's ’s ability to determine the value of the redeeming Limited Partner's ’s Interest, shall pay to such redeeming Limited Partner (i) within 90 days, or as soon as practicable thereafter, 90% of the proceeds of such redemption (such proceeds being the amount in the redeeming Limited Partner's ’s Capital Account as of the effective date of the redemption, less any fees and expenses incurred by the Partnership as a result of such redemption and any amounts owed by the redeeming Limited Partner to the Partnership) and (ii) promptly following the completion of the audit of the Partnership for the Fiscal Year during which the effective date of the redemption occurs, the balance of such proceeds (with interest thereon at the money market rate then in effect at the depository with which the Partnership maintains its liquid cash accounts), provided that such proceeds in either instance may be paid in cash (in U.S. dollars), by means of in-kind distribution of Partnership investments, or as a combination of cash and in-kind distribution of Partnership investments. Notwithstanding any other provision of this Agreement, the General Partner may, in its absolute discretion, refuse to pay any redemption proceeds to a redeeming Limited Partner if the General Partner suspects or is advised that the payment of any redemption proceeds to such redeeming Limited Partner may result in a breach or violation of any anti-money laundering law by any Person in any relevant jurisdiction or if such refusal is necessary to ensure compliance by the Partnership, the General Partner, the Adviser, or any of the Directors with any anti-money laundering law in any relevant jurisdiction.

Appears in 1 contract

Samples: Endowment Master Fund L P

Special Right of Redemption for Limited Partners. Any Limited Partner may, in connection with the dissolution and liquidation of such Limited Partner, tender to the Partnership for redemption all of such Limited Partner's Interest by delivering to the General Partner a written notice (in a form approved by the General Partner) stating the Limited Partner's request to redeem all of its Interest and the effective date of such redemption. The effective date of such redemption shall be the last Business Day of any calendar quarter, provided PROVIDED that such effective date shall not occur within 90 days after the General Partner actually receives the redeeming Limited Partner's notice of redemption. In the event of such a tender for redemption, the Partnership, subject always to (a) the Partnership's ability to liquidate sufficient Partnership investments in an orderly fashion determined by the Directors to be fair and reasonable to the Partnership and all of the Limited Partners, (b) the right of the General Partner to retain assets to pay Partnership liabilities and set aside reserves for contingencies, and (c) the General Partner's ability to determine the value of the redeeming Limited Partner's Interest, shall pay to such redeeming Limited Partner (i) within 90 days, or as soon as practicable thereafter, 90% of the proceeds of such redemption (such proceeds being the amount in the redeeming Limited Partner's Capital Account as of the effective date of the redemption, less any fees and expenses incurred by the Partnership as a result of such redemption and any amounts owed by the redeeming Limited Partner to the Partnership) and (ii) promptly following the completion of the audit of the Partnership for the Fiscal Year during which the effective date of the redemption occurs, the balance of such proceeds (with interest thereon at the money market rate then in effect at the depository with which the Partnership maintains its liquid cash accounts), provided PROVIDED that such proceeds in either instance may be paid in cash (in U.S. dollars), by means of in-kind distribution of Partnership investments, or as a combination of cash and in-kind distribution of Partnership investments. Notwithstanding any other provision of this Agreement, the General Partner may, in its absolute discretion, refuse to pay any redemption proceeds to a redeeming Limited Partner if the General Partner suspects or is advised that the payment of any redemption proceeds to such redeeming Limited Partner may result in a breach or violation of any anti-money laundering law by any Person in any relevant jurisdiction or if such refusal is necessary to ensure compliance by the Partnership, the General Partner, the AdviserInvestment Manager, or any of the Directors with any anti-money laundering law in any relevant jurisdiction.

Appears in 1 contract

Samples: Hatteras Master Fund, L.P.

Special Right of Redemption for Limited Partners. Any Limited Partner may, in connection with the dissolution and liquidation of such Limited Partner, tender to the Partnership for redemption all of such Limited Partner's ’s Interest by delivering to the General Partner a written notice (in a form approved by the General Partner) stating the Limited Partner's ’s request to redeem all of its Interest and the effective date of such redemption. The effective date of such redemption shall be the last Business Day of any calendar quarter, provided PROVIDED that such effective date shall not occur within 90 days after the General Partner actually receives the redeeming Limited Partner's ’s notice of redemption. In the event of such a tender for redemption, the Partnership, subject always to (a) the Partnership's ’s ability to liquidate sufficient Partnership investments in an orderly fashion determined by the Directors to be fair and reasonable to the Partnership and all of the Limited Partners, (b) the right of the General Partner to retain assets to pay Partnership liabilities and set aside reserves for contingencies, and (c) the General Partner's ’s ability to determine the value of the redeeming Limited Partner's ’s Interest, shall pay to such redeeming Limited Partner (i) within 90 days, or as soon as practicable thereafter, 9095% of the proceeds of such redemption (such proceeds being the amount in the redeeming Limited Partner's ’s Capital Account as of the effective date of the redemption, less any fees and expenses incurred by the Partnership as a result of such redemption and any amounts owed by the redeeming Limited Partner to the Partnership) and (ii) promptly following the completion of the audit of the Partnership for the Fiscal Year during which the effective date of the redemption occurs, the balance of such proceeds (with interest thereon at the money market rate then in effect at the depository with which the Partnership maintains its liquid cash accounts), provided PROVIDED that such proceeds in either instance may be paid in cash (in U.S. dollars), by means of in-kind distribution of Partnership investments, or as a combination of cash and in-kind distribution of Partnership investments. Notwithstanding any other provision of this Agreement, the General Partner may, in its absolute discretion, refuse to pay any redemption proceeds to a redeeming Limited Partner if the General Partner suspects or is advised that the payment of any redemption proceeds to such redeeming Limited Partner may result in a breach or violation of any anti-money laundering law by any Person in any relevant jurisdiction or if such refusal is necessary to ensure compliance by the Partnership, the General Partner, the AdviserInvestment Manager, or any of the Directors with any anti-money laundering law in any relevant jurisdiction.. CAPITAL

Appears in 1 contract

Samples: Hatteras Master Fund, L.P.

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Special Right of Redemption for Limited Partners. Any Limited Partner may, in connection with the dissolution and liquidation of such Limited Partner, tender to the Partnership for redemption all of such Limited Partner's Interest by delivering to the General Partner a written notice (in a form approved by the General Partner) stating the Limited Partner's request to redeem all of its Interest and the effective date of such redemption. The effective date of such redemption shall be the last Business Day of any calendar quarter, provided that such effective date shall not occur within 90 days after the General Partner actually receives the redeeming Limited Partner's notice of redemption. In the event of such a tender for redemption, the Partnership, subject always to (a) the Partnership's ability to liquidate sufficient Partnership investments in an orderly fashion determined by the Directors to be fair and reasonable to the Partnership and all of the Limited Partners, (b) the right of the General Partner to retain assets to pay Partnership liabilities and set aside reserves for contingencies, and (c) the General Partner's ability to determine the value of the redeeming Limited Partner's Interest, shall pay to such redeeming Limited Partner (i) within 90 days, or as soon as practicable thereafter, 90% of the proceeds of such redemption (such proceeds being the amount in the redeeming Limited Partner's Capital Account as of the effective date of the redemption, less any fees and expenses incurred by the Partnership as a result of such redemption and any amounts owed by the redeeming Limited Partner to the Partnership) and (ii) promptly following the completion of the audit of the Partnership for the Fiscal Year during which the effective date of the redemption occurs, the balance of such proceeds (with interest thereon at the money market rate then in effect at the depository with which the Partnership maintains its liquid cash accounts), provided that such proceeds in either instance may be paid in cash (in U.S. dollars), by means of in-kind distribution of Partnership investments, or as a combination of cash and in-kind distribution of Partnership investments. Notwithstanding any other provision of this Agreement, the General Partner may, in its absolute discretion, refuse to pay any redemption proceeds to a redeeming Limited Partner if the General Partner suspects or is advised that the payment of any redemption proceeds to such redeeming Limited Partner may result in a breach or violation of any anti-money laundering law by any Person in any relevant jurisdiction or if such refusal is necessary to ensure compliance by the Partnership, the General Partner, the AdviserInvestment Manager, or any of the Directors with any anti-money laundering law in any relevant jurisdiction.

Appears in 1 contract

Samples: Hatteras Master Fund, L.P.

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