Transfer Generally. (a) The term "transfer," when used in this Agreement with respect to a Partnership Interest, shall be deemed to refer to a transaction by which the General Partner assigns its General Partner Interest to another Person who becomes the general partner of the Partnership, by which the holder of a Limited Partner Interest assigns such Limited Partner Interest to another Person who is or becomes a Limited Partner or an Assignee, and includes a sale, assignment, gift, pledge, encumbrance, hypothecation, mortgage, exchange or any other disposition by law or otherwise. (b) No Partnership Interest shall be transferred, in whole or in part, except in accordance with the terms and conditions set forth in this Article IV. Any transfer or purported transfer of a Partnership Interest not made in accordance with this Article IV shall be null and void. (c) Nothing contained in this Agreement shall be construed to prevent a disposition by any member of the General Partner of any or all of the limited liability company interests of the General Partner. At any time, any member of the General Partner may sell or transfer all or part of such member's limited liability company interests in the General Partner without Unitholder approval.
Appears in 6 contracts
Sources: Limited Partnership Agreement (Rio Vista Energy Partners Lp), Limited Partnership Agreement (Rio Vista Energy Partners Lp), Limited Partnership Agreement (Rio Vista Energy Partners Lp)
Transfer Generally. (a) The term "“transfer," ” when used in this Agreement with respect to a Partnership Interest, shall be deemed to refer to a transaction by which the General Partner assigns its General Partner Interest to another Person who becomes the general partner of the Partnership, by which the holder of a Limited Partner Interest assigns such Limited Partner Interest to another Person who is or becomes a Limited Partner or an Assignee, and includes a sale, assignment, gift, pledge, encumbrance, hypothecation, mortgage, exchange or any other disposition by law or otherwise.
(b) No Partnership Interest shall be transferred, in whole or in part, except in accordance with the terms and conditions set forth in this Article IV. Any transfer or purported transfer of a Partnership Interest not made in accordance with this Article IV shall be null and void.
(c) Nothing contained in this Agreement shall be construed to prevent a disposition by any member partner or other owner of the General Partner of any or all of the limited liability company partnership interests or other ownership interests of the General Partner. At any time, any member of the General Partner may sell or transfer all or part of such member's limited liability company interests in the General Partner without Unitholder approval.
Appears in 5 contracts
Sources: Limited Partnership Agreement (Crosstex Energy Lp), Senior Subordinated Series C Unit Purchase Agreement (Crosstex Energy Inc), Limited Partnership Agreement (Crosstex Energy Lp)
Transfer Generally. (a) The term "“transfer," ” when used in this Agreement with respect to a Partnership Interest, shall be deemed to refer to mean a transaction by which the General Partner assigns its General Partner Interest to another Person who becomes the general partner of the Partnership, by which the holder of a Limited Partner Partnership Interest assigns such Limited Partner Partnership Interest to another Person who is or becomes a Limited Partner or an AssigneePartner, and includes a sale, assignment, gift, pledge, encumbrance, hypothecation, mortgage, exchange or any other disposition by law or otherwiseotherwise (but not the pledge, grant of security interest, encumbrance, hypothecation or mortgage), including any transfer upon foreclosure or other exercise of remedies of any pledge, security interest, encumbrance, hypothecation or mortgage.
(b) No Partnership Interest shall be transferred, in whole or in part, except in accordance with the terms and conditions set forth in this Article IV. Any transfer or purported transfer of a Partnership Interest not made in accordance with this Article IV shall be null and void, and the Partnership shall have no obligation to effect or recognize any such transfer or purported transfer.
(c) Nothing contained in this Agreement shall be construed to prevent or limit a disposition by any member stockholder, member, partner or other owner of the General any Partner of any or all of the limited liability company shares of stock, membership interests, partnership interests of the General Partner. At any time, any member of the General Partner may sell or transfer all or part of such member's limited liability company other ownership interests in such Partner and the General Partner without Unitholder approvalterm “transfer” shall not include any such disposition.
Appears in 4 contracts
Sources: Limited Partnership Agreement (Tallgrass Energy, LP), Limited Partnership Agreement (Kelso GP VIII, LLC), Limited Partnership Agreement (Tallgrass Energy GP, LP)
Transfer Generally. (a) The term "“transfer," ” when used in this Agreement with respect to a Partnership Interest, shall be deemed to refer to mean a transaction by which the General Partner assigns its General Partner Interest to another Person who becomes the general partner of the Partnership, by which the holder of a Limited Partner Partnership Interest assigns all or any part of such Limited Partner Partnership Interest to another Person who is or becomes a Limited Partner or an Assigneeas a result thereof, and includes a sale, assignment, gift, pledge, encumbrance, hypothecation, mortgage, exchange or any other disposition by law or otherwiseotherwise (but not the pledge, grant of security interest, encumbrance, hypothecation or mortgage), including any transfer upon foreclosure or other exercise of remedies of any pledge, security interest, encumbrance, hypothecation or mortgage.
(b) No Partnership Interest shall be transferred, in whole or in part, except in accordance with the terms and conditions set forth in this Article IV. Any transfer or purported transfer of a Partnership Interest not made in accordance with this Article IV shall be null and void.
(c) Nothing contained in this Agreement shall be construed to prevent or limit a disposition by any member stockholder, member, partner or other owner of the General Partner or any Shareholder of any or all of the limited liability company such Person’s shares of stock, membership interests, partnership interests of the General Partner. At any time, any member of the General Partner may sell or transfer all or part of such member's limited liability company other ownership interests in the General Partner without Unitholder approvalor such Shareholder and the term “transfer” shall not include any such disposition.
Appears in 3 contracts
Sources: Limited Partnership Agreement, Limited Partnership Agreement (8point3 Energy Partners LP), Master Formation Agreement (Sunpower Corp)
Transfer Generally. (a) The term "“transfer," ” when used in this Agreement with respect to a Partnership Interest, shall be deemed to refer to a transaction by which the General Partner assigns its General Partner Partnership Interest as a general partner in the Partnership to another Person who becomes the general partner of the PartnershipGeneral Partner, or by which the holder of a Limited Partner Interest assigns such Limited Partner Interest to another Person who is or becomes a Limited Partner or an Assignee, and includes a sale, assignment, gift, pledge, encumbrance, hypothecation, mortgage, exchange or any other disposition by law or otherwise.otherwise.
(b) No Partnership Interest shall be transferred, in whole or in part, except in accordance with the terms and conditions set forth in this Article ARTICLE IV. Any transfer or purported transfer of a Partnership Interest not made in accordance with this Article ARTICLE IV shall be null and void.
(c) Nothing contained in this Agreement shall be construed to prevent a disposition by any member of the General Partner of any or all of the limited liability company issued and outstanding member interests of the General Partner. At any time, any member of the General Partner may sell or transfer all or part of such member's limited liability company interests in the General Partner without Unitholder approval.
Appears in 2 contracts
Sources: Limited Partnership Agreement, Limited Partnership Agreement
Transfer Generally. (a) The term "transfer," when used in this Agreement with respect to a Partnership Interest, shall be deemed to refer to a transaction by which the General Partner assigns its General Partner Interest to another Person who becomes the general partner of the Partnership, General Partner (or an Assignee) or by which the holder of a Limited Partner Interest assigns such Limited Partner Interest to another Person who is or becomes a Limited Partner (or an Assignee), and includes a sale, assignment, gift, pledge, encumbrance, hypothecation, mortgage, exchange or any other disposition by law or otherwise.
(b) No Partnership Interest shall be transferred, in whole or in part, except in accordance with the terms and conditions set forth in this Article IV. Any transfer or purported transfer of a Partnership Interest not made in accordance with this Article IV shall be null and void.
(c) Nothing contained in this Agreement shall be construed to prevent a disposition by any member shareholder of the General Partner of any or all of the limited liability company interests issued and outstanding capital stock of the General Partner. At any time, any member of the General Partner may sell or transfer all or part of such member's limited liability company interests in the General Partner without Unitholder approval.
Appears in 2 contracts
Sources: Limited Partnership Agreement (Plains All American Pipeline Lp), Agreement of Limited Partnership (Plains All American Pipeline Lp)
Transfer Generally. (a) The term "“transfer," ” when used in this Agreement with respect to a Partnership Interest, shall be deemed to refer to a transaction by which the General Partner assigns its General Partner Interest to another Person who becomes the general partner of the Partnership, by which the holder of a Limited Partner Interest assigns such Limited Partner Interest to another Person who is or becomes a Limited Partner or an Assignee, and includes a sale, assignment, gift, pledge, encumbrance, hypothecation, mortgage, exchange exchange, or any other disposition by law or otherwise.
(b) No Partnership Interest shall be transferred, in whole or in part, except in accordance with the terms and conditions set forth in this Article IV. Any transfer or purported transfer of a Partnership Interest not made in accordance with this Article IV shall be null and void.
(c) Nothing contained in this Agreement shall be construed to prevent a disposition by any member partner or other owner of the General Partner of any or all of the limited liability company partnership interests or other ownership interests of the General Partner. At any time, any member of the General Partner may sell or transfer all or part of such member's limited liability company interests in the General Partner without Unitholder approval.
Appears in 2 contracts
Sources: Agreement of Limited Partnership (EnLink Midstream, LLC), Agreement of Limited Partnership (EnLink Midstream Partners, LP)
Transfer Generally. (a) The term "“transfer," ” when used in this Agreement with respect to a Partnership Interest, shall be deemed to refer to a transaction (i) by which the General Partner assigns its General Partner Interest (represented by General Partner Units) to another Person who becomes the general partner of the Partnership, by which the holder of a Limited Partner Interest assigns such Limited Partner Interest to another Person who is or becomes a Limited Partner or an AssigneeGeneral Partner, and includes a sale, assignment, gift, pledge, encumbrance, hypothecation, mortgage, exchange or any other disposition by law or otherwise, or (ii) by which the holder of a Limited Partner Interest assigns such Limited Partner Interest to another Person who is or becomes a Limited Partner, and includes a sale, assignment, gift, exchange or any other disposition by law or otherwise, including any transfer upon foreclosure of any pledge, encumbrance, hypothecation or mortgage.
(b) No Partnership Interest shall be transferred, in whole or in part, except in accordance with the terms and conditions set forth in this Article IV. Any transfer or purported transfer of a Partnership Interest not made in accordance with this Article IV shall be be, to the fullest extent permitted by law, null and void.
(c) Nothing contained in this Agreement shall be construed to prevent a disposition by any member stockholder, member, partner or other owner of the General Partner of any or all of the shares of stock, membership or limited liability company interests, partnership interests of the General Partner. At any time, any member of the General Partner may sell or transfer all or part of such member's limited liability company other ownership interests in the General Partner without Unitholder approvalPartner.
Appears in 2 contracts
Sources: Partnership Interests Exchange Agreement (Western Midstream Partners, LP), Limited Partnership Agreement (Western Midstream Partners, LP)
Transfer Generally. (a) The term "“transfer," ” when used in this Agreement with respect to a Partnership Interest, shall be deemed to refer to mean a transaction by which the General Partner assigns its General Partner Interest to another Person who becomes the general partner of the Partnership, by which the holder of a Limited Partner Partnership Interest assigns such Limited Partner Partnership Interest to another Person who is or becomes a Limited Partner or an AssigneePartner, and includes a sale, assignment, gift, pledge, encumbrance, hypothecation, mortgage, exchange or any other disposition by law or otherwiseotherwise (but not the pledge, grant of security interest, encumbrance, hypothecation or mortgage), including any transfer upon foreclosure or other exercise of remedies of any pledge, security interest, encumbrance, hypothecation or mortgage.
(b) No Partnership Interest shall be transferred, in whole or in part, except in accordance with the terms and conditions set forth in this Article IV. Any transfer or purported transfer of a Partnership Interest not made in accordance with this Article IV shall be be, to the fullest extent permitted by law, null and void.
(c) Nothing contained in this Agreement shall be construed to prevent a disposition by any member stockholder, member, partner or other owner of the General any Partner of any or all of the limited liability company shares of stock, membership interests, partnership interests of the General Partner. At any time, any member of the General Partner may sell or transfer all or part of such member's limited liability company other ownership interests in such Partner and the General Partner without Unitholder approvalterm “transfer” shall not mean any such disposition.
Appears in 2 contracts
Sources: Limited Partnership Agreement (Columbia Pipeline Partners LP), Limited Partnership Agreement (Columbia Pipeline Partners LP)
Transfer Generally. (a) The term "“transfer," ” when used in this Agreement with respect to a Partnership Interest, shall be deemed to refer to a transaction by which the General Partner assigns its General Partner Interest to another Person who becomes the general partner of the Partnership, by which the holder of a Limited Partner Interest assigns such Limited Partner Interest to another Person who is or becomes a Limited Partner or an Assignee, and includes a sale, assignment, gift, pledge, encumbrance, hypothecation, mortgage, exchange or any other disposition by law or otherwise, excluding a pledge, encumbrance, hypothecation or mortgage but including any transfer upon foreclosure of any pledge, encumbrance, hypothecation or mortgage.
(b) No Partnership Interest shall be transferred, in whole or in part, except in accordance with the terms and conditions set forth in this Article ARTICLE IV. Any transfer or purported transfer of a Partnership Interest not made in accordance with this Article ARTICLE IV shall be null and void.
(c) Nothing contained in this Agreement shall be construed to prevent a disposition by any member stockholder, member, partner or other owner of the General Partner of any or all of the limited liability company shares of stock, membership interests, partnership interests of the General Partner. At any time, any member of the General Partner may sell or transfer all or part of such member's limited liability company other ownership interests in the General Partner without Unitholder approvalPartner.
Appears in 2 contracts
Sources: Limited Partnership Agreement (Spectra Energy Partners, LP), Equity Restructuring Agreement (Spectra Energy Partners, LP)
Transfer Generally. (a) The term "“transfer," ” when used in this Agreement with respect to a Partnership Interest, shall be deemed to refer to mean a transaction by which the General Partner assigns its General Partner Interest to another Person who becomes the general partner of the Partnership, by which the holder of a Limited Partner Partnership Interest assigns all or any part of such Limited Partner Partnership Interest to another Person who is or becomes a Limited Partner or an Assigneeas a result thereof, and includes a sale, assignment, gift, pledge, encumbrance, hypothecation, mortgage, exchange or any other disposition by law or otherwise, excluding a pledge, encumbrance, hypothecation or mortgage but including any transfer upon foreclosure of any pledge, encumbrance, hypothecation or mortgage.
(b) No Partnership Interest shall be transferred, in whole or in part, except in accordance with the terms and conditions set forth in this Article IV. Any transfer or purported transfer of a Partnership Interest not made in accordance with this Article IV shall be be, to the fullest extent permitted by law, null and void.
(c) Nothing contained in this Agreement shall be construed to prevent or limit a disposition by any member stockholder, member, partner or other owner of the General Partner or any Limited Partner of any or all of the limited liability company such Person’s shares of stock, membership interests, partnership interests of the General Partner. At any time, any member of the General Partner may sell or transfer all or part of such member's limited liability company other ownership interests in the General Partner without Unitholder approvalor such Limited Partner and the term “transfer” shall not include any such disposition.
Appears in 1 contract
Sources: Limited Partnership Agreement
Transfer Generally. (a) The term "“transfer," ” when used in this Agreement with respect to a Partnership Interest, shall be deemed to refer to mean a transaction by which the General Partner assigns its General Partner Interest to another Person who becomes the general partner of the Partnership, by which the holder of a Limited Partner Partnership Interest assigns such Limited Partner Partnership Interest to another Person who is or becomes a Limited Partner or an AssigneePartner, and includes a sale, assignment, gift, pledge, encumbrance, hypothecation, mortgage, exchange or any other disposition by law or otherwiseotherwise (but not the pledge, grant of security interest, encumbrance, hypothecation or mortgage), including any transfer upon foreclosure or other exercise of remedies of any pledge, security interest, encumbrance, hypothecation or mortgage.
(b) No Partnership Interest shall be transferred, in whole or in part, except in accordance with the terms and conditions set forth in this Article IV. Any transfer or purported transfer of a Partnership Interest not made in accordance with this Article IV shall shall, to the fullest extent permitted by law, be null and void, and the Partnership shall have no obligation to effect or recognize any such transfer or purported transfer.
(c) Nothing contained in this Agreement shall be construed to prevent or limit a disposition by any member stockholder, member, partner or other owner of the General any Partner of any or all of the limited liability company shares of stock, membership interests, partnership interests of the General Partner. At any time, any member of the General Partner may sell or transfer all or part of such member's limited liability company other ownership interests in such Partner and the General Partner without Unitholder approvalterm “transfer” shall not include any such disposition.
Appears in 1 contract
Transfer Generally. (a) The term "“transfer," ” when used in this Agreement with respect to a Partnership Interest, shall be deemed to refer to a transaction (i) by which the General Partner assigns its General Partner Interest Units to another Person who becomes the general partner of the Partnership, a General Partner or (ii) by which the holder of a Limited Partner Interest assigns such Limited Partner Interest to another Person who is or becomes a Limited Partner or an Assignee, and includes a sale, assignment, gift, pledge, encumbrance, hypothecation, mortgage, exchange or any other disposition by law or otherwise.
(b) No Partnership Interest shall be transferred, in whole or in part, except in accordance with the terms and conditions set forth in this Article IV. Any transfer or purported transfer of a Partnership Interest not made in accordance with this Article IV shall be null and void.
(c) Nothing contained in this Agreement shall be construed to prevent a disposition by any member stockholder, member, partner or other owner of the General Partner of any or all of the limited liability company shares of stock, membership interests, partnership interests of the General Partner. At any time, any member of the General Partner may sell or transfer all or part of such member's limited liability company other ownership interests in the General Partner without Unitholder approvalPartner.
Appears in 1 contract
Sources: Limited Partnership Agreement (K-Sea Transportation Partners Lp)
Transfer Generally. (a) The term "“transfer," ” when used in this Agreement with respect to a Partnership Interest, shall be deemed to refer to a transaction (i) by which the General Partner assigns its General Partner Interest InterestUnits to another Person who becomes the general partner of the Partnershipa General Partner, or (ii) by which the holder of a Limited Partner Interest assigns such Limited Partner Interest to another Person who is or becomes a Limited Partner or an Assignee, and includes a sale, assignment, gift, pledge, encumbrance, hypothecation, mortgage, exchange or any other disposition by law or otherwise.
(b) No Partnership Interest shall be transferred, in whole or in part, except in accordance with the terms and conditions set forth in this Article IV. Any transfer or purported transfer of a Partnership Interest not made in accordance with this Article IV shall be null and void.
(c) Nothing contained in this Agreement shall be construed to prevent a disposition by any member stockholder, member, partner or other owner of the General Partner of any or all of the limited liability company shares of stock, membership interests, partnership interests of the General Partner. At any time, any member of the General Partner may sell or transfer all or part of such member's limited liability company other ownership interests in the General Partner without Unitholder approvalPartner.
6. The following changes were made to Section 5.1:
Appears in 1 contract
Sources: Second Amended and Restated Agreement of Limited Partnership (K-Sea Transportation Partners Lp)
Transfer Generally. (a) The term "transfer," when used in this Agreement with respect to a Partnership Interest, shall be deemed to refer to a transaction by which the General Partner assigns its General Partner Interest to another Person who becomes the general partner of the Partnership, by which the holder of a Limited Partner Interest assigns such Limited Partner Interest to another Person who is or becomes a Limited Partner or an Assignee, and includes a sale, assignment, gift, pledge, encumbrance, hypothecation, mortgage, exchange or any other disposition by law or otherwise.
(b) No Partnership Interest shall be transferred, in whole or in part, except in accordance with the terms and conditions set forth in this Article IV. Any transfer or purported transfer of a Partnership Interest not made in accordance with this Article IV shall be null and void.
(c) Nothing contained in this Agreement shall be construed to prevent a disposition by any member partner or other owner of the General Partner of any or all of the limited liability company partnership interests or other ownership interests of the General Partner. At any time, any member of the General Partner may sell or transfer all or part of such member's limited liability company interests in the General Partner without Unitholder approval.
Appears in 1 contract
Sources: Agreement of Limited Partnership (Crosstex Energy Lp)
Transfer Generally. (a) The term "“transfer," ” when used in this Agreement with respect to a Partnership Interest, shall be deemed to refer to a transaction by which the General Partner assigns its General Partner Partnership Interest as a general partner in the Partnership to another Person who becomes the general partner of the PartnershipGeneral Partner, or by which the holder of a Limited Partner Interest assigns such Limited Partner Interest to another Person who is or becomes a Limited Partner or an Assignee, and includes a sale, assignment, gift, pledge, encumbrance, hypothecation, mortgage, exchange or any other disposition by law or otherwise.
(b) No Partnership Interest shall be transferred, in whole or in part, except in accordance with the terms and conditions set forth in this Article ARTICLE IV. Any transfer or purported transfer of a Partnership Interest not made in accordance with this Article ARTICLE IV shall be null and void.
(c) Nothing contained in this Agreement shall be construed to prevent a disposition by any member of the General Partner of any or all of the limited liability company issued and outstanding member interests of the General Partner. At any time, any member of the General Partner may sell or transfer all or part of such member's limited liability company interests in the General Partner without Unitholder approval.
Appears in 1 contract
Sources: Limited Partnership Agreement (Enterprise Products Partners L.P.)