Substitution of Partners Sample Clauses

Substitution of Partners. Unless otherwise agreed in writing by the General Partner and a transferee of a Partnership Interest (which agreement may be a condition to the General Partner's approval of the transfer where such approval is required hereunder), any transferee of a Partnership Interest from a Partner, if such transfer complies with Article VII, shall be admitted as a Partner, such admission to be effective immediately prior to such transfer, only if such substitute Partner shall have agreed to be bound by the terms and conditions of this Agreement by executing a counterpart hereof. Whether or not such a counterpart is executed, such transferee shall be deemed, by acquiring such interest in the Partnership, to have agreed to
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Substitution of Partners. Regardless of compliance with any of the provisions hereof (including, without limitation, the provisions of Section 8.1 and Article IX hereof) permitting a Transfer of a Partnership Interest, no Transfer (except by way of a Pledge) of a Partnership Interest shall be recognized by or be binding upon the Partnership unless:
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Substitution of Partners. 30 Section 11.2. Admission of Additional Partners....................................30 Section 11.3. Withdrawal..........................................................30 Section 11.4. Classes of Partnership Interests....................................30
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Substitution of Partners. (a) Notwithstanding anything herein to the contrary, no transferee of a Partner's Interest in the Partnership shall become a substituted Partner with respect to the transferred Interest unless and until the General Partner and all of the Partners entitled to participate in decisions to be made by Partners shall have given their written consent thereto (which written consent may be withheld by any Partner arbitrarily) and the transferee shall have:
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Substitution of Partners. 32 7.3 Effective Date of Transfers and Admission to Partnership ............. 32 7.4 Rights of Legal Representatives ...................................... 33 7.5 No Effect to Transfers in Violation of Agreement ..................... 33 7.6 Right of Partnership and Remaining Partners to Purchase Partnership Interest Prior to Transfer ...................................... 33 7.7 Piggy-Back Right ..................................................... 34 7.8 Right of Managing Partner to Call Partnership Interest of Non-Managing Partner and JMB LP ................................. 34 7.9
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Substitution of Partners. A Transfer shall not be effective, and Transferee shall not become a substitute Partner, unless the Transferee executes an instrument satisfactory to the Non-Transferring Partners (other than the Limited Partners) accepting and adopting the terms and provisions of this Agreement, and the Transferee pays any reasonable expenses in connection with such Transferee's admission as a new Partner. The admission of a substitute Partner shall not result in the release of the Transferor from any liability that the Transferor may have to the Partnership or any other Partner as of the date of the Transfer. A Transferor who is a Partner shall cease to be a Partner upon the effective date of Transfer under Section 7.3.
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Substitution of Partners. A transferee of a Partnership Interest shall have the right to become a substitute Partner only if (i) the consent of a majority interest of the Partners and the Managers is obtained, (ii) securities and tax requirements hereof are met, (iii) such person executes an instrument satisfactory to the Managers accepting and adopting the terms and provisions of this Agreement, and (iv) such person pays any reasonable expenses in connection with the person's admission as a new Partner.
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Substitution of Partners. 83 Section 8.3 Failure or Refusal to Grant Consent . . . . . . . . . . . . . . . . . . . . . . . . . . 84 Section 8.4 Issuance of Additional Interests to TREIX xxx Other Persons or of Incentive Interests to Certain Persons . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 85 Section 8.5 Conversion of Partnership Interests . . . . . . . . . . . . . . . . . . . . . . . . . . 87 Section 8.6 No Change to TG Receivable Documents . . . . . . . . . . . . . . . . . . . . . . . . . . 88
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Substitution of Partners 
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Related to Substitution of Partners

  • Substitution of Members If unanimous written approval is received, the transferee shall:

  • Termination of Partnership and Cancellation of Certificate of Limited Partnership Upon the completion of the liquidation of the Partnership’s assets, as provided in Section 13.2 hereof, the Partnership shall be terminated, a certificate of cancellation shall be filed, and all qualifications of the Partnership as a foreign limited partnership in jurisdictions other than the state of Delaware shall be canceled and such other actions as may be necessary to terminate the Partnership shall be taken.

  • Negation of Partnership Landlord shall not become or be deemed a partner or a joint venturer with Tenant by reason of the provisions of this Lease.

  • Formation of Partnership The Managing GP, the Liquidation GP and the Limited Partner agreed to and formed a limited partnership pursuant to the laws of the Province of Ontario on October 5, 2007. The parties hereto have agreed to confirm their agreements relating to the Partnership on the terms and conditions set out in this Agreement. The Partnership will be effective as a limited partnership from October 5, 2007, the date on which the Declaration was filed in accordance with the LP Act, and the Partnership will file any documents necessary as a result of the amendments reflected in this Agreement.

  • Admission of Partners 48 12.1 Admission of Successor General Partner........................... 48 12.2 Admission of Additional Limited Partners......................... 48 12.3 Amendment of Agreement and Certificate of Limited Partnership.... 49 ARTICLE 13

  • Dissolution of Partnership The Partnership shall be dissolved upon the expiration of its term or the earlier occurrence of any of the following events.

  • Termination of Partnership The Partnership shall terminate when all assets of the Partnership, after payment of or due provision for all Liabilities of the Partnership, shall have been distributed to the Partners in the manner provided for in this Agreement, and the Certificate shall have been canceled in the manner provided by the Act.

  • Ratification of Partnership Agreement Except as expressly modified and amended herein, all of the terms and conditions of the Partnership Agreement shall remain in full force and effect.

  • Substitution of Banks Upon the receipt by a Borrower from any Bank (an "Affected Bank") of a claim for compensation against such Borrower under Section 3.1 or Section 3.3 or any circumstances exist with respect to such Bank described in Section 3.2, such Borrower may: (i) request the Affected Bank to use its best efforts to obtain a replacement bank or financial institution satisfactory to such Borrower to acquire and assume all or a ratable part of all of such Affected Bank's Loans and Commitment (a "Replacement Bank"); (ii) request one or more of the other Banks to acquire and assume all or part of such Affected Bank's Loans and Commitment (it being understood that no such other Bank shall in any way be required to effect any such acquisition and assumption); or (iii) designate a Replacement Bank. Any such designation of a Replacement Bank under clause (i) or (iii) shall be subject to the prior written consent of the Agent (which consent shall not be unreasonably withheld) and payment in full of all amounts due and owing hereunder to the Replacement Bank. Each Bank which is an Affected Bank agrees to execute the necessary documentation to assign its interest to a Replacement Bank upon five (5) days' written notice from such Borrower after a Replacement Bank is identified.

  • Cancellation of Certificate of Limited Partnership Upon the completion of the distribution of Partnership cash and property as provided in Section 12.4 in connection with the liquidation of the Partnership, the Certificate of Limited Partnership and all qualifications of the Partnership as a foreign limited partnership in jurisdictions other than the State of Delaware shall be canceled and such other actions as may be necessary to terminate the Partnership shall be taken.

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