Initial Limited Partner definition
Examples of Initial Limited Partner in a sentence
Within 15 days of receipt of a Notice of Redemption, the Partnership will send to the Limited Partner submitting the Notice of Redemption a response stating whether the Initial Limited Partner has determined the applicable Partnership Units will be redeemed for REIT Shares or the Cash Amount, or partially for REIT Shares and partially for a Cash Amount.
The percentage of the Tendered Units tendered for Redemption by the Tendering Party for which the Initial Limited Partner elects to issue REIT Shares (rather than cash) is referred to as the “Applicable Percentage.” In making such election to acquire Tendered Units, the Partnership shall act in a fair, equitable and reasonable manner that neither prefers one group or class of Limited Partners over another nor discriminates against a group or class of Limited Partners.
Neither the General Partner nor the Initial Limited Partner will be liable for breach of any fiduciary or other duty by reason of the fact that such party pursues or acquires for, or directs such opportunity or interest to another Person or does not communicate or offer such opportunity or interest to the Partnership.
If the Partnership elects to redeem any number of Tendered Units for REIT Shares rather than cash, on the Specified Redemption Date, the Tendering Party shall sell such number of the Tendered Units to the Initial Limited Partner in exchange for a number of REIT Shares (of such Class or Classes as is determined by the Initial Limited Partner in accordance with the definition of REIT Shares Amount) equal to the product of the REIT Shares Amount and the Applicable Percentage.
Each Partner ▇▇▇▇▇▇ agrees to indemnify and hold harmless the Partnership, the General Partner, the Initial Limited Partner and any member or officer of the Initial Limited Partner from and against any liability with respect to Tax Advances required on behalf of or with respect to such Partner.