Withdrawing General Partners definition

Withdrawing General Partners means LEC and LPM IV. 1.37 "Disbursement Agreement" shall be defined as defined in the Note Purchase Agreement. 1.38 "Xxx Israel Performance Warranty" shall be defined as defined in the Note Purchase Agreement. 1.39 "Operating Agreement" shall be defined as defined in the Note Purchase Agreement. 1.40 "Project Management Agreement" shall be defined as defined in the Note Purchase Agreement. 1.41 "Refinancing Agreement" shall mean that certain Refinancing Agreement among the Partnership, LIL, LEC and LPM. 1.42 "Warranty Certificate" shall be defined as defined in the Note Purchase Agreement. 1.43 "Warranty Letter of Credit" shall be defined as defined in the Note Purchase Agreement. 1.44 "Warranty Letter of Credit Bank" shall be defined as defined in the Note Purchase Agreement. ARTICLE II.
Sample 1

Examples of Withdrawing General Partners in a sentence

  • In the event of any Withdrawal by a General Partner in violation of this Section 7.1, such General Partner, in addition to being subject to any and all other legal remedies which may be pursued by the Partners, shall forfeit to the Special Limited Partner or its designee, such General Partner's Interest and all unpaid fees from the Partnership and shall remain liable for all of the Withdrawing General Partner's obligations under this Agreement.

  • The portion of the Withdrawing General Partner's Interest designated to be transferred in accordance with the provisions of this Section 7.4 shall be sufficient to ensure the continued treatment of the Partnership as a partnership under the Code and as a limited partnership under the Uniform Act, and, for the purposes of Article X, shall be deemed to be effective as of the date of Withdrawal, but the Partnership shall not make any distributions to the designated transferee until the transfer has been made.

  • The portion of the Withdrawing General Partner's Interest designated to be transferred in accordance with the provisions of this Section 7.4 shall be sufficient to ensure the continued treatment of the Partnership as a partnership under the Code and as a limited partnership under the Act, and, for the purposes of Article X, shall be deemed to be effective as of the date of Withdrawal, but the Partnership shall not make any distributions to the designated transferee until the transfer shall have been made.

  • It is expressly understood that no Withdrawal, Assignment, pledge or encumbrance of a General Partners's Interest, even if it results in the substitution of the Assignee as a Partner, shall release the Withdrawing General Partners from any liability to the Partnership which shall survive such Withdrawal, Assignment, pledge or encumbrance, including those set forth in the Uniform Act.

  • The portion of the Withdrawing General Partner's Interest designated to be transferred in accordance with the provisions of this Section 7.4 shall be aufficient to ensure the continued treatment of the Partnership as a partnership under the Code and as a limited partnership under the Act, and, for the purposes of Article X, shall be deemed to be effective as of the date of Withdrawal, but the Partnership shall not make any distributions to the designated transferee until the transfer shall have been made.

  • LPM further agrees that, it will restore to the Partnership any negative balance in the collective Capital Accounts of LPM and the Withdrawing General Partners upon the earlier of: (i) its withdrawal as a General Partner, or (ii) the liquidation of the Partnership.

  • Offers which fail to obtain the required minimum number of points specified will be declared non-responsive.

  • The portion of the Withdrawing General Partners Interest designated to be transferred in accordance with the provisions of this Section 7.4 shall be sufficient to ensure the continued treatment of the Partnership as a partnership under the Code and as a limited partnership under the Uniform Act, and, for the purposes of Article X, shall be deemed to be effective as of the date of Withdrawal, but the Partnership shall not make any distributions to the designated transferee until the transfer has been made.

  • In the event of the Withdrawal of a General Partner or removal of a General Partner pursuant to Section 3.8, the Withdrawing General Partner hereby covenants and agrees to transfer to any remaining General Partner(s) or to a successor General Partner selected in accordance with Section 8.3, as the case may be, the Withdrawing General Partner's entire Interest without consideration of any kind.

  • Any and all liabilities, obligations or damages to the Partnership of any General Partner who ceases to be a General Partner shall be collectible by any legal means and the Partnership is authorized, in addition to any other remedies, to apply any amounts otherwise distributable or payable by the Partnership to such Withdrawing General Partner to satisfy such Withdrawing General Partner's obligations or liabilities to the Partnership.

Related to Withdrawing General Partners

  • Managing General Partner means the managing general partner of the Merging Entity where such Merging Entity is a limited partnership.

  • Departing General Partner means a former General Partner from and after the effective date of any withdrawal or removal of such former General Partner pursuant to Section 11.1 or Section 11.2.

  • General Partners means all such Persons.

  • Surviving General Partner has the meaning set forth in Section 7.01(d) hereof.

  • General Partner has the meaning set forth in the Preamble.

  • Investor Limited Partner means any Limited Partner so designated at the time of its admission as a partner of the Partnership.

  • Class B Limited Partner means any Person executing (by power of attorney or otherwise) this Agreement as of the date hereof as a Class B Limited Partner or hereafter admitted to the Partnership as a Class B Limited Partner as herein provided, but shall not include any Person who has ceased to be a Class B Limited Partner in the Partnership.

  • Majority in Interest of the Limited Partners means Limited Partners holding in the aggregate Percentage Interests that are greater than fifty percent (50%) of the aggregate Percentage Interests of all Limited Partners.

  • General partnership means an organization formed under chapters 45-13 through 45-21.

  • Event of withdrawal of a general partner means an event that causes a person to cease to be a general partner as provided in section 402.

  • Managing Partner means KKR Management LLC, a Delaware limited liability company.

  • Partners means the General Partner and the Limited Partners.

  • Substitute Limited Partner means any Person admitted to the Partnership as a Limited Partner pursuant to Section 9.3 hereof.

  • General Partner Interest means a Partnership Interest held by the General Partner, in its capacity as general partner. A General Partner Interest may be expressed as a number of Partnership Units.

  • GP means Gottbetter & Partners, LLP.

  • Class A Limited Partner means EPCO Holdings, Inc., a Delaware corporation, and its successors and assigns.

  • Majority in Interest of the Partners means Partners holding in the aggregate Percentage Interests that are greater than fifty percent (50%) of the aggregate Percentage Interests of all Partners entitled to Consent to or withhold Consent from a proposed action.

  • Consent of the Limited Partners means the Consent of a Majority in Interest of the Limited Partners, which Consent shall be obtained prior to the taking of any action for which it is required by this Agreement and may be given or withheld by a Majority in Interest of the Limited Partners, unless otherwise expressly provided herein, in their sole and absolute discretion.

  • Departing Partner means a former General Partner from and after the effective date of any withdrawal or removal of such former General Partner pursuant to Section 11.1 or 11.2.

  • Withdrawing or “Withdrawal” means the resignation of a Member from the Company as a Member. Such terms shall not include any Dispositions of Membership Interests (which are governed by Article IV), even though the Member making a Disposition may cease to be a Member as a result of such Disposition.

  • Sub-Manager Any Person with which the Property Manager or the Special Servicer has entered into a Sub-Management Agreement.

  • Partner means any General Partner or Limited Partner.