Admission of Successor or Additional General Partners Sample Clauses

Admission of Successor or Additional General Partners. 7.1.1 The General Partner may at any time designate one or more Persons to be its successor or to be an additional General Partner, in each case with such participation in the General Partner’s Interest as it and such successors or additional General Partners may agree upon; provided that the Interests of the other Partners shall not be affected thereby.
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Admission of Successor or Additional General Partners. With the consent of the Limited Partners holding at least a majority of the then outstanding Units, the General Partner may withdraw and designate one or more persons to be its successor General Partner or at any time to be an additional General Partner, in each case with such participation in such General Partner's interest as the General Partner and such successor or additional General Partner may agree upon, provided that the interests of the Limited Partners in the Limited Partnership shall not be affected thereby. In the event of the addition or substitution of the General Partner in accordance with the provisions of this Section 8.11, the General Partner shall execute, file and record with the appropriate governmental agencies such documents (including amendments to this Agreement) as are required to reflect the substitution or admission of such substituted or additional General Partner. Except as hereinabove expressly provided, no additional General Partners shall be admitted to the Limited Partnership.
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Admission of Successor or Additional General Partners. A. With the Consent of all the other General Partners and of such number of the Limited Partners as are then required under the Uniform Limited Partnership Act of the State of Illinois, and under the laws of such other jurisdictions in which the Partnership is formed or qualified, to consent to or ratify the admission of a General Partner, but in no event with the consent of less than a majority in interest of the Limited Partners, any General Partner may at any time designate one or more Persons to be successors to such General Partner or to be additional General Partners, in each case with such participation in such General Partner's Interest as such General Partner and such successors or additional General Partners may agree upon, provided that the Interests of the Limited Partners shall not be affected thereby. Each such designee shall become a successor or additional General Partner upon satisfying the conditions of Section 11.2.
Sample 1
Admission of Successor or Additional General Partners. (a) The General Partner shall not have any right to retire or withdraw voluntarily from the Partnership or to sell, transfer, pledge, encumber or assign all or any portion of its Interest, without the Consent of the Limited Partner, which consent may be withheld at the sole discretion of the Limited Partner. In the event that the Consent of the Limited Partner has been obtained by the General Partner, the General Partner shall designate one or more Persons to be its successor. In no event shall the Interests of the other Partners be affected thereby. The designated successor General Partner shall be admitted as such to the Partnership upon approval by the Limited Partner of such successor General Partner and all documentation respecting such transfer and applicable amendments to this Agreement, which approval may be withheld in its sole discretion, and upon satisfying the conditions of this Article IX and Section 15.1. Any voluntary withdrawal by the General Partner from the Partnership or any sale, transfer, or assignment by the General Partner of its Interest shall be effective only upon the admission in accordance with this Section 9.1(a) and Section 15.1 of a successor General Partner. Upon request of the Limited Partner from which consent has been requested, the transferee shall submit financial statements of the transferee to such Limited Partner, evidencing sufficient financial ability to undertake the obligations which would be imposed on the transferee, and any document of assignment must be in a form reasonably acceptable to the Limited Partner whose consent has been requested, and the transferor shall deliver an opinion of counsel (or such other evidence as a Limited Partner may reasonably require) that such transfer (1) will not result in the Partnership being treated as an association taxable as a corporation for federal income tax purposes and (2) may be effected without registration or qualification under any applicable federal or state securities laws, or confirming that any such registration or qualification, and any other required actions, have been taken in connection therewith. If the General Partner is the Partnership Representative, then prior to any voluntary withdrawal, sale, transfer, or assignment by the General Partner, it shall resign as Partnership Representative and designate the successor General Partner as the replacement Partnership Representative and shall take all necessary actions to effectuate its resignation in accorda...
Sample 1
Admission of Successor or Additional General Partners. With the Majority Vote of the Limited Partners, a General Partner may at any time resign and/or designate one or more persons to be his successor General Partner or to be an additional General Partner, in each case with such participation in such General Partner's interest as the General Partner and such successor or additional General Partner may agree upon, provided that the percentage interests of the Limited Partners in Profits, Losses and Distributions of the Limited Partnership shall not be affected thereby. In the event of the addition or substitution of a General Partner in accordance with the provisions of this Section 7.11, the General Partner shall execute, file and record with the appropriate governmental agencies such documents (including amendments to this Agreement) as are required to reflect the substitution or admission of such substituted or additional General Partner.
Sample 1
Admission of Successor or Additional General Partners. (a) The General Partner shall not have any right to retire or withdraw voluntarily from the Partnership or to sell, transfer, or assign all or any portion of its Interest, without the Consent of the Limited Partner. In the event that the Consent of the Limited Partner has been obtained by the General Partner, the General Partner shall designate one or more persons to be its successor. In no event shall the Interests of the other Partners be affected thereby. The designated successor General Partner shall be admitted as such to the Partnership upon approval of the Limited Partner of such successor General Partner and upon satisfying the conditions of this Article IX and Section
Sample 1
Admission of Successor or Additional General Partners 
Sample 1
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Related to Admission of Successor or Additional General Partners

  • Admission of Successor General Partner A successor General Partner approved pursuant to Section 11.1 or 11.2 or the transferee of or successor to all of the General Partner Interest pursuant to Section 4.6 who is proposed to be admitted as a successor General Partner shall be admitted to the Partnership as the General Partner, effective immediately prior to the withdrawal or removal of the predecessor or transferring General Partner, pursuant to Section 11.1 or 11.2 or the transfer of the General Partner Interest pursuant to Section 4.6, provided, however, that no such successor shall be admitted to the Partnership until compliance with the terms of Section 4.6 has occurred and such successor has executed and delivered such other documents or instruments as may be required to effect such admission. Any such successor shall, subject to the terms hereof, carry on the business of the members of the Partnership Group without dissolution.

  • Admission of a Substitute or Additional General Partner A Person shall be admitted as a substitute or additional General Partner of the Partnership only if the following terms and conditions are satisfied:

  • Admission of Substitute Limited Partner (a) Subject to the other provisions of this Article 9, an assignee of the Limited Partnership Interest of a Limited Partner (which shall be understood to include any purchaser, transferee, donee, or other recipient of any disposition of such Limited Partnership Interest) shall be deemed admitted as a Limited Partner of the Partnership only with the consent of the General Partner and upon the satisfactory completion of the following:

  • Admission of Additional Partners After the Private Placement of the Units of Limited Partnership Interest has been terminated by the General Partner, no additional General Partner will be admitted to the Partnership except as described in Paragraph 17(c). The General Partner may take such actions as may be necessary or appropriate at any time to offer new Units or partial Units of Limited Partnership Interest and to admit new or substituted Limited Partners to the Partnership. All subscribers who have been accepted by the General Partner shall be deemed admitted as Limited Partners at the time they are reflected as such in the books and records of the Partnership.

  • Admission of Substitute Members As to Permitted Transfers, a transferee of Units shall be admitted as a substitute Member provided that such transferee has complied with the following provisions:

  • Admission of Substitute Member A person who acquires the Member’s entire limited liability company interest by transfer or assignment shall be admitted to the Company as a member upon the execution of this Agreement or a counterpart of this Agreement and thereupon shall become the “Member” for purposes of this Agreement.

  • Admission of Assignees as Substitute Limited Partners An Assignee will become a substitute Limited Partner only if and when each of the following conditions is satisfied:

  • Admission of Substituted Limited Partner By transfer of a Limited Partner Interest in accordance with Article IV, the transferor shall be deemed to have given the transferee the right to seek admission as a Substituted Limited Partner subject to the conditions of, and in the manner permitted under, this Agreement. A transferor of a Certificate representing a Limited Partner Interest shall, however, only have the authority to convey to a purchaser or other transferee who does not execute and deliver a Transfer Application (a) the right to negotiate such Certificate to a purchaser or other transferee and (b) the right to transfer the right to request admission as a Substituted Limited Partner to such purchaser or other transferee in respect of the transferred Limited Partner Interests. Each transferee of a Limited Partner Interest (including any nominee holder or an agent acquiring such Limited Partner Interest for the account of another Person) who executes and delivers a Transfer Application shall, by virtue of such execution and delivery, be an Assignee and be deemed to have applied to become a Substituted Limited Partner with respect to the Limited Partner Interests so transferred to such Person. Such Assignee shall become a Substituted Limited Partner (x) at such time as the General Partner consents thereto, which consent may be given or withheld in the General Partner’s discretion, and (y) when any such admission is shown on the books and records of the Partnership. If such consent is withheld, such transferee shall be an Assignee. An Assignee shall have an interest in the Partnership equivalent to that of a Limited Partner with respect to allocations and distributions, including liquidating distributions, of the Partnership. With respect to voting rights attributable to Limited Partner Interests that are held by Assignees, the General Partner shall be deemed to be the Limited Partner with respect thereto and shall, in exercising the voting rights in respect of such Limited Partner Interests on any matter, vote such Limited Partner Interests at the written direction of the Assignee who is the Record Holder of such Limited Partner Interests. If no such written direction is received, such Limited Partner Interests will not be voted. An Assignee shall have no other rights of a Limited Partner.

  • Admission of Substituted Members Subject to the other provisions of this Article 10 a transferee of a Membership Interest may be admitted to the Company as a substituted Member only upon satisfaction of the conditions set forth in this Section 10.5.

  • Removal of General Partner (a) The Special Limited Partner or the Limited Partner, or both of them, may remove the General Partner for cause if such General Partner, its officers or directors, if applicable, has:

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