Common use of Admission of Substitute Partner Clause in Contracts

Admission of Substitute Partner. Subject to the other provisions of this Agreement, an assignee of a Partnership Interest may be admitted as a Partner and granted Partnership Rights only if: (a) the Assignment is made pursuant to a written instrument in a form satisfactory to the Managing General Partner and specifies the intention of the assignor that the assignee be substituted as a Partner; (b) the Managing General Partner consents to the admission by executing two counterparts of this Agreement that evidences the Partnership Rights of the assignee, and if the assignee is to be admitted as a Partner a Majority in Interest consent to the admission; (c) the assignee accepts, signs and agrees to be bound by this Agreement, by executing two counterparts of this Agreement, including an amended Exhibit A, and such other documents or instruments as the Managing General Partner requires to effect the admission of the assignee as a Partner; (d) the assignee provides the Managing General Partner with evidence satisfactory to it of the assignee's authority to become a Partner under the terms of this Agreement; (e) the assignee pays all filing, publication and other costs (including reasonable attorneys' fees) incurred by either the Partnership or the Managing General Partner in connection with the admission and substitution of the assignee as a Partner. Notwithstanding an assignee's satisfaction of any or all of the conditions specified above, the Managing General Partner, in its absolute discretion, may refuse to consent to the assignee's admission as a Partner, in which event the assignee will not obtain any Partnership Rights, but will retain only the rights of an assignee under sections 26 or 27.

Admission of Substitute Partner. Subject to the other provisions of this Agreement, an assignee of a Partnership Interest may be admitted as a Partner and granted Partnership Rights only if: (a) the Assignment is made pursuant to a written instrument in a form satisfactory to the Managing General Partner and specifies the intention of the assignor that the assignee be substituted as a Partner; (b) the Managing General Partner consents to the admission by executing two counterparts of this Agreement that evidences the Partnership Rights of the assignee, and if the assignee is to be admitted as a General Partner a Majority in Interest consent to the admission; (c) the assignee accepts, signs and agrees to be bound by this Agreement, by executing two counterparts of this Agreement, including an amended Exhibit EXHIBIT A, and such other documents or instruments as the Managing General Partner requires to effect the admission of the assignee as a Partner; (d) the assignee provides the Managing General Partner with evidence satisfactory to it of the assignee's authority to become a Partner under the terms of this Agreement; (e) the assignee pays all filing, publication and other costs (including reasonable attorneys' fees) incurred by either the Partnership or the Managing General Partner in connection with the admission and substitution of the assignee as a Partner. Notwithstanding an assignee's satisfaction of any or all of the conditions specified above, the Managing General Partner, in its absolute discretion, may refuse to consent to the assignee's admission as a Partner, in which event the assignee will not obtain any Partnership Rights, but will retain only the rights of an assignee under sections 26 or 27section 23.

Admission of Substitute Partner. Subject to the other provisions of this Agreement, an assignee of a Partnership Interest may be admitted as a Partner and granted Partnership Rights only if: (a) the Assignment is made pursuant to a written instrument in a form satisfactory to the Managing General Partner and specifies the intention of the assignor that the assignee be substituted as a Partner; (b) the Managing General Partner consents to the admission by executing two counterparts of this Agreement that evidences the Partnership Rights of the assignee, and if the assignee is to be admitted as a Partner a Majority in Interest consent to the admission; (c) the assignee accepts, signs and agrees to be bound by this Agreement, by executing two counterparts of this Agreement, including an amended Exhibit EXHIBIT A, and such other documents or instruments as the Managing General Partner requires to effect the admission of the assignee as a Partner; (d) the assignee provides the Managing General Partner with evidence satisfactory to it of the assignee's authority to become a Partner under the terms of this Agreement; (e) the assignee pays all filing, publication and other costs (including reasonable attorneys' fees) incurred by either the Partnership or the Managing General Partner in connection with the admission and substitution of the assignee as a Partner. Notwithstanding an assignee's satisfaction of any or all of the conditions specified above, the Managing General Partner, in its absolute discretion, may refuse to consent to the assignee's admission as a Partner, in which event the assignee will not obtain any Partnership Rights, but will retain only the rights of an assignee under sections 26 or 27.

Admission of Substitute Partner. Subject to the other provisions of this Agreement, an assignee of a Partnership Interest may be admitted as a Partner and granted Partnership Rights only if: (a) the Assignment is made pursuant to a written instrument in a form satisfactory to the Managing General Partner and specifies the intention of the assignor that the assignee be substituted as a Partner; (b) the Managing General Partner consents to the admission by executing two counterparts of this Agreement that evidences the Partnership Rights of the assignee, and if the assignee is to be admitted as a General Partner a Majority in Interest consent to the admission; (c) the assignee accepts, signs and agrees to be bound by this Agreement, by executing two counterparts of this Agreement, including an amended Exhibit EXHIBIT A, and such other documents or instruments as the Managing General Partner requires to effect the admission of the assignee as a Partner; (d) the assignee provides the Managing General Partner with evidence satisfactory to it of the assignee's authority to become a Partner under the terms of this Agreement; (e) the assignee pays all filing, publication and other costs (including reasonable attorneys' fees) incurred by either the Partnership or the Managing General Partner in connection with the admission and substitution of the assignee as a Partner. Notwithstanding an assignee's satisfaction of any or all of the conditions specified above, the Managing General Partner, in its absolute discretion, may refuse to consent to the assignee's admission as a Partner, in which event the assignee will not obtain any Partnership Rights, but will retain only the rights of an assignee under sections 26 or 27.in

Admission of Substitute Partner. Subject to (a) Except as otherwise expressly provided in this Article XII, the other provisions of this Agreementtransferee, an assignee or purchaser of a Partner's interest in the Partnership Interest may shall not be admitted as a Partner and granted of the Partnership Rights only if: without the prior written consent of the General Partners (a) or the Assignment is made pursuant to written consent of Limited Partners holding a written instrument majority of the Participating Percentages in a form satisfactory to the Managing Partnership not held by the sole General Partner and specifies in the intention case of a sole General Partner desiring to transfer a general or limited partnership interest in the assignor that the assignee Partnership), which consent may be substituted as a Partner;granted or withheld in such Partners' absolute discretion. (b) Unless the Managing General Partner consents to the admission by executing two counterparts Partners agree otherwise, no transferee, assignee or purchaser of this Agreement that evidences a Partner's interest in the Partnership Rights of the assignee, and if the assignee is to shall be admitted as a Partner a Majority in Interest consent to of the admission;Partnership until such transferee, assignee or purchaser satisfactorily completes the following: (ci) the The transferee, assignee accepts, signs and agrees or purchaser shall have agreed to be bound by the terms and provisions of this AgreementAgreement and shall have assumed all of the obligations, by executing two counterparts if any, of the assigning Partner; (ii) If the transferee, assignee or purchaser is a corporation, the assignee shall have provided the Partnership with a certified copy of a resolution of its Board of Directors authorizing it to become a Partner under the terms and conditions of this Agreement; (iii) The transferee, including assignee or purchaser shall have executed this Agreement (or an amended Exhibit A, addendum hereto) and such other documents or instruments as the Managing General Partner requires Partners may require in order to effect the admission of the such transferee, assignee or purchaser as a PartnerPartner and shall pay any and all reasonable expenses in connection with such admission; (div) the The transferee, assignee provides the Managing General Partner with evidence satisfactory to it or purchaser shall have executed powers of the assignee's authority to become a Partner under attorney containing the terms and conditions set forth in Section 17.3 below; and (v) The transferee, assignee or purchaser shall have delivered to the Partnership a letter containing the representations and agreements set forth in Section 12.7 of this Agreement; (e) Agreement and/or the assignee pays all filing, publication and other costs (including reasonable attorneys' fees) incurred by either the Partnership or the Managing General Partner in connection with the admission and substitution opinion of the assignee as a Partner. Notwithstanding an assignee's satisfaction of any or all of the conditions specified above, the Managing General Partner, in its absolute discretion, may refuse to consent to the assignee's admission as a Partner, in which event the assignee will not obtain any Partnership Rights, but will retain only the rights of an assignee under sections 26 or 27counsel set forth therein.

Admission of Substitute Partner. Subject to the other provisions of this Agreement, an assignee of a Partnership Interest may be admitted as a Partner and granted Partnership Rights rights in the Partnership only if: (a1) the Assignment is made pursuant to a written instrument in a form satisfactory to the Managing General Partner and specifies the intention of the assignor Partners determine that the assignee be substituted as is a Partnerqualified offeree under applicable securities laws; (b2) the Managing General Partner consents Partners consent to the admission by executing two counterparts of this Agreement that evidences evidence the Partnership Rights rights of the assigneeassignee under the Partnership; and, and if the assignee is to be admitted as a General Partner, the Limited Partner a Majority consents to the admission (or if there is more than one Limited Partner, then the holder of fifty-one percent (51%) in Interest Interests of the Limited Partners consent to the admission) which consent shall not be unreasonably withheld; (c3) the assignee accepts, signs signs, and agrees to be bound by the terms and provisions of this Agreement, Agreement by executing two counterparts of this Agreement, including an amended Exhibit Ait, and such other documents or instruments as the Managing General Partner requires Partners require to effect effectuate the admission of the assignee as a Partner; (d4) the assignee provides the Managing General Partner Partners with evidence satisfactory to it the General Partners of the assignee's ’s authority to become a Partner under the terms and provisions of this Agreement; (e5) the assignee has executed a form of Power of Attorney containing the terms and provisions set forth in herein; (6) an amendment to the Certificate of Limited Partnership is filed of record as required by the Act, and (7) the assignee pays all filing, publication publication, and other costs (including reasonable attorneys' ’ fees) incurred by either the Partnership or the Managing General Partner Partners in connection with the admission and substitution of the assignee as a Partner. Notwithstanding an assignee's satisfaction of any or all of the conditions specified above, the Managing General Partner, in its absolute discretion, may refuse to consent to the assignee's admission as a Partner, in which event the assignee will not obtain any Partnership Rights, but will retain only the rights of an assignee under sections 26 or 27.