Common use of Substitute Limited Partners Clause in Contracts

Substitute Limited Partners. Any Investor may elect to become a Substitute Limited Partner upon (i) signing a counterpart of this Agreement and any other instrument or instruments deemed necessary by the General Partner, including a Power of Attorney in favor of the General Partner as described in Section 12.1.A hereof, and (ii) paying a fee equal to the actual costs and expenses incurred by the General Partner for legal and administrative costs and recording fees. Investors who elect to become Substitute Limited Partners will receive one Limited Partnership Interest for each Unit they convert and will not be able to re-exchange their Limited Partnership Interests for Units. The Capital Account attributable to the converted Units shall be credited to the Capital Account of the Substitute Limited Partner. Similarly, the Preferred Return will continue to be calculated as of the first day of the calendar quarter following such Investor's admission to the Partnership. The Partnership's Certificate will be amended no less often than quarterly, if required by applicable law, to reflect the substitution of Limited Partners.