Withdrawal of a Partner. The Partnership shall be dissolved and its affairs wound up upon the assignment by the General Partner of all of its interest in the Partnership, withdrawal, removal, bankruptcy, or any other event that causes the General Partner to cease to be a general partner under the Partnership Act (unless the Partnership is continued pursuant to Paragraph 17). The General Partner shall not withdraw from the Partnership without giving the Limited Partners ninety (90) days’ prior written notice. The death, incompetency, withdrawal, insolvency or dissolution of a Limited Partner shall not (in and of itself) dissolve the Partnership, and such Limited Partner, his estate, custodian or personal representative shall have no right to withdraw or value such Limited Partner’s interest in the Partnership except as provided in Paragraph 10 hereof. Each Limited Partner (and any assignee of such Partner’s interest) expressly agrees that, in the event of his death, he waives on behalf of himself and his estate, and he directs the legal representative of his estate and any person interested therein to waive, the furnishing of any inventory, accounting, or appraisal of the assets of the Partnership and any right to an audit or examination of the books of the Partnership; provided, however, that this waiver in no way limits the rights of the Limited Partners or their representatives to have access to the Partnership’s books and records as described in Paragraph 8 hereof.
Withdrawal of a Partner. The Partnership shall be dissolved and terminate upon the withdrawal, dissolution, admitted or court decreed insolvency or the removal of the General Partner (unless the Partnership is continued pursuant to the terms of Paragraph 17). In addition, the General Partner may withdraw from the Partnership at any time on written notice in person, by first class mail, postage prepaid or express mail, to each Limited Partner (without breach of this Agreement) and the withdrawal will be effective on the date set forth in the Notice or if no date is given on the 90th day following the date on which the notice is given or mailed. The death, incompetency, withdrawal, insolvency or dissolution of a Limited Partner shall not terminate or dissolve the Partnership, and a Limited Partner, his estate, custodian or personal representative shall have no right to withdraw or value the Limited Partner’s Interest in the Partnership except as provided in Paragraph 10. Each Limited Partner (and any assignee of a Limited Partner’s Interest) waives on behalf of himself and his estate, and directs the legal representatives of his estate and any person interested therein to waive, the furnishing of any inventory, accounting or appraisal of the assets of the Partnership and any right to an audit or examination of the books of the Partnership other than as provided for in this Agreement.
Withdrawal of a Partner. The Partnership shall terminate and be dissolved upon the withdrawal, insolvency or dissolution of the General Partner. The General Partner shall not withdraw from the Partnership without giving the Limited Partners forty-five days’ prior written notice. The death, incompetency, withdrawal, insolvency or dissolution of a Limited Partner shall not terminate or dissolve the Partnership, and such Limited Partner, his estate, custodian or legal representative shall have no right to withdraw or value such Limited partner’s interest in the Partnership except as provided in Paragraph 9 hereof. Each Limited Partner (and any assignee of such Partner’s interest) expressly agrees that in the event of his death, he waives on behalf of himself and his estate, and he directs the legal representative of his estate and any person interested therein to waive, the furnishing of any inventory, accounting, or appraisal of the assets of Partnership and any right to an audit or examination of the books of the Partnership. If a Limited Partner who is an individual dies or a court of competent jurisdiction adjudges him to be incompetent to manage his person or his property, the Limited Partner’s executor, administrator, guardian, conservator or other legal representative may exercise all of the Limited Partner’s rights for the purpose of settling his estate or administering his property, but no such person or entity shall become a substituted Limited Partner unless the requirements of Paragraph 9 of this Agreement are met. If a Limited Partner is a corporation, trust, or other entity and is dissolved or terminated, the powers of that Limited Partner may be exercised by its legal representative or successor.
Withdrawal of a Partner. Upon the withdrawal of any Partner from the Partnership, the Partnership shall return to such Partner, without interest, the amount of such Partner’s Capital Contributions which has been received by the Partnership and has not been previously returned.
Withdrawal of a Partner. Except as otherwise specifically permitted by this Agreement, no Partner shall be entitled to withdraw or retire from the Partnership.
Withdrawal of a Partner. The General Partner (or any other general partner of the Fund) may withdraw from the Fund, without any breach of this Limited Partnership Agreement, at any time upon 90 days’ written notice by first-class mail, postage prepaid, to each Limited Partner and assignee of whom the General Partner has notice. The death, incompetency, withdrawal, insolvency or dissolution of a Limited Partner shall not terminate or dissolve the Fund, and a Limited Partner, his estate, custodian or personal representative shall have no right to withdraw or value such Limited Partner’s interest in the Fund except as provided in Paragraph 11 hereof. Each Limited Partner expressly agrees, to the fullest extent permitted by law, that in the event of his death, he waives on behalf of himself and his estate, and directs the legal representatives of his estate and any person interested therein to waive, the furnishings of any inventory, accounting or appraisal of the assets of the Fund and any right to an audit or examination of the books of the Fund.
Withdrawal of a Partner. Partners may not withdraw (in whole or in part) from the Partnership prior to its dissolution and winding up. Upon the death, dissolution and winding up, bankruptcy or insolvency or the appointment of a guardian over a Partner (the “Withdrawing Partner”), the other Partners shall continue the business of the Partnership under the same name and for the account of such Partners and the beneficial interest corresponding to such partners’ interest in all assets that are legally owned by the General Partner for the benefit of the Partnership shall be deemed to be allotted to such other Partners; provided that at the time there is at least one remaining general partner of the Partnership or a new general partner has been appointed. The Partnership shall not be obligated to make any payments or distributions to a Withdrawing Partner or cause a Coop or Subsidiary of a Coop to repay any Direct Loans due to such Partners or their Affiliates. Except as expressly provided in this Agreement, no other event affecting a Partner shall, in and of itself, affect its obligations under this Agreement or affect the Partnership.
Withdrawal of a Partner. Any Partner may withdraw his/her interest in the Partnership by giving notice in writing to the Recording Partner. This notice shall be deemed to be officially received at the next regularly scheduled meeting. Any Partner withdrawing his/her interest shall no longer be a member of the Partnership. If notice is received between meetings, it shall be treated as received at the next regularly scheduled meeting. In making payment, the valuation statement prepared for the first meeting following the meeting at which notice is received, shall be used to determine the value of the Partner’s account. The Partnership shall pay the withdrawing Partner the value of his/her interest in the Partnership as shown by the valuation statement in accordance with Section 21 of the Partnership Agreement.
Withdrawal of a Partner. Except following a Transfer of a Partner's remaining Interest in compliance with this Article VIII and the Transfer Restrictions Agreement, no Limited Partner may voluntarily withdraw from the Partnership without the written consent of the General Partner. In granting such consent, the General Partner shall condition the withdrawal of the withdrawing Limited Partner on such matters as the General Partner may deem appropriate, and, in granting such consents, shall determine (i) the extent, if any, to which such withdrawing Limited Partners shall retain an interest in the Partnership; (ii) the terms and conditions on and timing of the return of such withdrawing Limited Partner's capital; and (iii) the extent, if any, to which such withdrawing Limited Partner shall remain obligated or liable for obligations and liabilities of the Partnership and/or at risk with respect to ongoing Partnership operations, but not beyond the obligations, liabilities, and risks such Partner had at the time of withdrawal. In the event a Limited Partner withdraws other than as the result of a Permitted Transfer or without General Partner approval, the other Partner Group may exercise their rights and remedies under this Agreement or the Transfer Restrictions Agreement. If such rights are not exercised, the Interest of the withdrawing Limited Partner shall be redeemed by the Partnership at the Fair Market Value of such Limited Partner's Interest as reasonably determined by the General Partner in good faith. The payment of the redemption price to the withdrawing Limited Partner may, at the discretion of the non-withdrawing Partner Group, be deferred until the end of the term of the Partnership or its earlier winding-up and dissolution. On the withdrawal of a Limited Partner from the Partnership in accordance with this Section, such Limited Partner shall cease to be a Partner for all purposes, except to the extent such Partner retains any obligation or liability for obligations and liabilities of the Partnership as described above.
Withdrawal of a Partner. A Partner may voluntarily withdraw from the Company only upon a Transfer of all of such Partner’s Partnership Interest in accordance with this
