Common use of Assignees and Substituted Partners Clause in Contracts

Assignees and Substituted Partners. A. The NPI Partnership shall not recognize for any purpose any purported sale, assignment or transfer of all or any fraction of the Interest of the Limited Partnership unless the provisions of Section 7.1 shall have been complied with and there shall have been filed with the NPI Partnership a dated Notification of such sale, assignment or transfer, executed and acknowledged by both the seller, assignor or transferor and the purchaser, assignee or transferee and such Notification (i) contains the acceptance by the purchaser, assignee or transferee of all of the terms and provisions of this Agreement and (ii) represents that such sale, assignment or transfer was made in accordance with all applicable laws and regulations. Any sale, assignment or transfer shall be recognized by the NPI Partnership as effective on the date of such Notification if the date of such Notification is within 30 days of the date on which such Notification is filed with the NPI Partnership, and otherwise shall be recognized as effective on the date such Notification is filed with the NPI Partnership. B. If the Limited Partnership assigns all of its Interest to an assignee, the Limited Partnership shall cease to be a Partner. C. A Person who is the assignee of all or any fraction of the Interest of the Limited Partnership shall be subject to all the provisions of this Article Seven to the same extent and in the same manner as the Limited Partnership desiring to make an assignment of its Interest. D. Any purchaser, assignee, transferee, donee, heir, legatee or other recipient of an Interest shall be admitted to the NPI Partnership as a Substituted Partner only with the Consent of the other Partners, which Consent may be granted or withheld by such Partners at their sole and absolute discretion. The admission of such Person as a Substituted Partner shall be evidenced by the execution by the Partners of a certificate evidencing the admission of such Person as a Partner and an amendment to this Agreement executed by the Managing Partner on its own behalf, as well as on behalf of each other Partner, pursuant to the power of attorney granted pursuant to Section 12.5. E. No Person shall become a Substituted Partner until such Person shall have satisfied the requirements of Section 10.2; provided, however, that for the purpose of allocating Income, Investment Income, Profits, Losses, costs, and Distributable Cash, a Person shall be treated as having become, and as appearing in the records of the NPI Partnership as, a Partner on such date as the sale, assignment or transfer to such Person was recognized by the NPI Partnership pursuant to Section 7.3A.

Assignees and Substituted Partners. A. The NPI Production Partnership shall not recognize for any purpose any purported sale, assignment or transfer of all or any fraction of the Interest of the Limited Partnership unless the provisions of Section 7.1 shall have been complied with and there shall have been filed with the NPI Production Partnership a dated Notification of such sale, assignment or transfer, executed and acknowledged by both the seller, assignor or transferor and the purchaser, assignee or transferee and such Notification (i) contains the acceptance by the purchaser, assignee or transferee of all of the terms and provisions of this Agreement and (ii) represents that such sale, assignment or transfer was made in accordance with all applicable laws and regulations. Any sale, assignment or transfer shall be recognized by the NPI Production Partnership as effective on the date of such Notification if the date of such Notification is within 30 days of the date on which such Notification is filed with the NPI Production Partnership, and otherwise shall be recognized as effective on the date such Notification is filed with the NPI Production Partnership. B. If the Limited Partnership assigns all of its Interest to an assignee, the Limited Partnership shall cease to be a Partner. C. A Person who is the assignee of all or any fraction of the Interest of the Limited Partnership shall be subject to all the provisions of this Article Seven to the same extent and in the same manner as the Limited Partnership desiring to make an assignment of its Interest. D. Any purchaser, assignee, transferee, donee, heir, legatee or other recipient of pf an Interest shall be admitted to the NPI Production Partnership as a Substituted Partner only with the Consent of the other Partners, which Consent may be granted or withheld by such Partners at their sole and absolute discretion. The admission of such Person as a Substituted Partner shall be evidenced by the execution by the Partners of a certificate evidencing the admission of such Person as a Partner and an amendment to this Agreement executed by the Managing Partner on its own behalf, as well as on behalf of each other Partner, pursuant to the power of attorney granted pursuant to Section 12.5. E. No Person shall become a Substituted Partner until such Person shall have satisfied the requirements of Section 10.2; provided, however, that for the purpose of allocating Income, Investment Income, Profits, Losses, costs, and Distributable Cash, a Person shall be treated as having become, and as appearing in the records of the NPI Production Partnership as, a Partner on such date as the sale, assignment or transfer to such Person was recognized by the NPI Production Partnership pursuant to Section 7.3A.

Assignees and Substituted Partners. A. The NPI Production Partnership shall not recognize for any purpose any purported sale, assignment or transfer of all or any fraction of the Interest of the Limited Partnership unless the provisions of Section 7.1 shall have been complied with and there shall have been filed with the NPI Production Partnership a dated Notification of such sale, assignment or transfer, executed and acknowledged by both the seller, assignor or transferor and the purchaser, assignee or transferee and such Notification (i) contains the acceptance by the purchaser, assignee or transferee of all of the terms and provisions of this Agreement and (ii) represents that such sale, assignment or transfer was made in accordance with all applicable laws and regulations. Any sale, assignment or transfer shall be recognized by the NPI Production Partnership as effective on the date of such Notification if the date of such Notification is within 30 days of the date on which such Notification is filed with the NPI Production Partnership, and otherwise shall be recognized as effective on the date such Notification is filed with the NPI Production Partnership. B. If the Limited Partnership assigns all of its Interest to an assignee, the Limited Partnership shall cease to be a Partner. C. A Person who is the assignee of all or any fraction of the Interest of the Limited Partnership shall be subject to all the provisions of this Article Seven to the same extent and in the same manner as the Limited Partnership desiring to make an assignment of its Interest. D. Any purchaser, assignee, transferee, donee, heir, legatee or other recipient of an Interest shall be admitted to the NPI Production Partnership as a Substituted Partner only with the Consent of the other Partners, which Consent may be granted or withheld by such Partners at their sole and absolute discretion. The admission of such Person as a Substituted Partner shall be evidenced by the execution by the Partners of a certificate evidencing the admission of such Person as a Partner and an amendment to this Agreement executed by the Managing Partner Partners on its their own behalf, as well as on behalf of each other Partner, pursuant to the power of attorney granted pursuant to Section 12.512.5 of this Agreement. E. No Person shall become a Substituted Partner until such Person shall have satisfied the requirements of Section 10.2; provided, however, that for the purpose of allocating Income, Investment Income, Profits, Losses, costs, and Distributable Cash, a Person shall be treated as having become, and as appearing in the records of the NPI Production Partnership as, a Partner on such date as the sale, assignment or transfer to such Person was recognized by the NPI Production Partnership pursuant to Section 7.3A.

Assignees and Substituted Partners. A. The NPI Production Partnership shall not recognize for any purpose any purported sale, assignment or transfer of all or any fraction of the Interest of the Limited Partnership unless the provisions of Section 7.1 shall have been complied with and there shall have been filed with the NPI Production Partnership a dated Notification of such sale, assignment or transfer, executed and acknowledged by both the seller, assignor or transferor and the purchaser, assignee or transferee and such Notification (i) contains the acceptance by the purchaser, assignee or transferee of all of the terms and provisions of this Agreement and (ii) represents that such sale, assignment or transfer was made in accordance with all applicable laws and regulations. Any sale, assignment or transfer shall be recognized by the NPI Production Partnership as effective on the date of such Notification if the date of such Notification is within 30 days of the date on which such Notification is filed with the NPI Production Partnership, and otherwise shall be recognized as effective on the date such Notification is filed with the NPI Production Partnership. B. If the Limited Partnership assigns all of its Interest to an assignee, the Limited Partnership shall cease to be a Partner. C. A Person who is the assignee of all or any fraction of the Interest of the Limited Partnership shall be subject to all the provisions of this Article Seven to the same extent and in the same manner as the Limited Partnership desiring to make an assignment of its Interest. D. Any purchaser, assignee, transferee, donee, heir, legatee or other recipient of an Interest shall be admitted to the NPI Production Partnership as a Substituted Partner only with the Consent of the other Partners, which Consent may be granted or withheld by such Partners at their sole and absolute discretion. The admission of such Person as a Substituted Partner shall be evidenced by the execution by the Partners of a certificate evidencing the admission of such Person as a Partner and an amendment to this Agreement executed by the Managing Partner on its own behalf, as well as on behalf of each other Partner, pursuant to the power of attorney granted pursuant to Section 12.512 ..5. E. No Person shall become a Substituted Partner until such Person shall have satisfied the requirements of Section 10.2; provided, however, that for the purpose of allocating Income, Investment Income, Profits, Losses, costs, and Distributable Cash, a Person shall be treated as having become, and as appearing in the records of the NPI Production Partnership as, a Partner on such date as the sale, assignment or transfer to such Person was recognized by the NPI Production Partnership pursuant to Section 7.3A.

Assignees and Substituted Partners. A. The NPI Production Partnership shall not recognize for any purpose any purported sale, assignment or transfer of all or any fraction of the Interest of the Limited Partnership unless the provisions of Section 7.1 shall have been complied with and there shall have been filed with the NPI Production Partnership a dated Notification of such sale, assignment or transfer, executed and acknowledged by both the seller, assignor or transferor and the purchaser, assignee or transferee and such Notification (i) contains the acceptance by the purchaser, assignee or transferee of all of the terms and provisions of this Agreement and (ii) represents that such sale, assignment or transfer was made in accordance with all applicable laws and regulations. Any sale, assignment or transfer shall be recognized by the NPI Production Partnership as effective on the date of such Notification if the date of such Notification is within 30 days of the date on which such Notification is filed with the NPI Production Partnership, and otherwise shall be recognized as effective on the date such Notification is filed with the NPI Production Partnership. B. If the Limited Partnership assigns all of its Interest to an assignee, the Limited Partnership shall cease to be a Partner. C. A Person who is the assignee of all or any fraction of the Interest of the Limited Partnership shall be subject to all the provisions of this Article Seven to the same extent and in the same manner as the Limited Partnership desiring to make an assignment of its Interest. D. Any purchaser, assignee, transferee, donee, heir, legatee or other recipient of an Interest shall be admitted to the NPI Production Partnership as a Substituted Partner only with the Consent of the other Partners, which Consent may be granted or withheld by such Partners at their sole and absolute discretion. The admission of such Person as a Substituted Partner shall be evidenced by the execution by the Partners of a certificate evidencing the admission of such Person as a Partner and an amendment to this Agreement executed by the Managing Partner on its own behalf, as well as on behalf of each other Partner, ,pursuant to the power of attorney granted pursuant to Section 12.5. E. No Person shall become a Substituted Partner until such Person shall have satisfied the requirements of Section 10.2; provided, however, that for the purpose of allocating Income, Investment Income, Profits, Losses, costs, and Distributable Cash, a Person shall be treated as having become, and as appearing in the records of the NPI Production Partnership as, a Partner on such date as the sale, assignment or transfer to such Person was recognized by the NPI Production Partnership pursuant to Section 7.3A.

Assignees and Substituted Partners. A. The NPI Production Partnership shall not recognize for any purpose any purported sale, assignment or transfer of all or any fraction of the Interest of the Limited Partnership unless the provisions of Section 7.1 shall have been complied with and there shall have been filed with the NPI Production Partnership a dated Notification of such sale, assignment or transfer, executed and acknowledged by both the seller, assignor or transferor and the purchaser, assignee or transferee and such Notification such (i) contains the acceptance by the purchaser, assignee or transferee of all of the terms and provisions of this Agreement and (ii) represents that such sale, assignment or transfer was made in accordance with all applicable laws and regulations. Any sale, assignment or transfer shall be recognized by the NPI Production Partnership as effective on the date of such Notification if the date of such Notification is within 30 days of the date on which such Notification is filed with the NPI Production Partnership, and otherwise shall be recognized as effective on the date such Notification is filed with the NPI Production Partnership. B. If the Limited Partnership assigns all of its Interest to an assignee, the Limited Partnership shall cease to be a Partner. C. A Person who is the assignee of all or any fraction of the Interest of the Limited Partnership shall be subject to all the provisions of this Article Seven to the same extent and in the same manner as the Limited Partnership desiring to make an assignment of its Interest. D. Any purchaser, assignee, transferee, donee, heir, legatee or other recipient of an Interest shall be admitted to the NPI Production Partnership as a Substituted Partner only with the Consent of the other Partners, which Consent may be granted or withheld by such Partners at their sole and absolute discretion. The admission of such Person as a Substituted Partner shall be evidenced by the execution by the Partners of a certificate evidencing the admission of such Person as a Partner and an amendment to this Agreement executed by the Managing Partner Partners on its their own behalf, as well as on behalf of each other Partner, pursuant to the power of attorney granted pursuant to Section 12.512.5 of this Agreement. E. No Person shall become a Substituted Partner until such Person shall have satisfied the requirements of Section 10.2; provided, however, that for the purpose of allocating Income, Investment Income, Profits, Losses, costs, and Distributable Cash, a Person shall be treated as having become, and as appearing in the records of the NPI Production Partnership as, a Partner on such date as the sale, assignment or transfer to such Person was recognized by the NPI Production Partnership pursuant to Section 7.3A.

Assignees and Substituted Partners. A. The NPI Production Partnership shall not recognize for any purpose any purported sale, assignment or transfer of all or any fraction of the Interest of the Limited Partnership unless the provisions of Section 7.1 shall have been complied with and there shall have been filed with the NPI Production Partnership a dated Notification of such sale, assignment or transfer, executed and acknowledged by both the seller, assignor or transferor and the purchaser, assignee or transferee and such Notification (i) contains the acceptance by the purchaser, assignee or transferee of all of the terms and provisions of this Agreement and (ii) represents that such sale, assignment or transfer was made in accordance with all applicable laws and regulations. Any sale, assignment or transfer shall be recognized by the NPI Production Partnership as effective on the date of such Notification if the date of such Notification is within 30 days of the date on which such Notification is filed with the NPI Production Partnership, and otherwise shall be recognized as effective on the date such Notification is filed with the NPI Production Partnership. B. If the Limited Partnership assigns all of its Interest to an assignee, the Limited Partnership shall cease to be a Partner. C. A Person who is the assignee of all or any fraction of the Interest of the Limited Partnership shall be subject to all the provisions of this Article Seven to the same extent and in the same manner as the Limited Partnership desiring to make an assignment of its Interest. D. Any purchaser, assignee, transferee, donee, heir, legatee or other recipient of an Interest shall be admitted to the NPI Production Partnership as a Substituted Partner only with the Consent of the other Partners, which Consent may be granted or withheld by such Partners at their sole and absolute discretion. The admission of such Person as a Substituted Partner shall be evidenced by the execution by the Partners of a certificate evidencing the admission of such Person as a Partner and an amendment to this Agreement executed by the Managing Partner on its own behalf, as well as on behalf of each other Partner, pursuant to the power of attorney granted pursuant to Section 12.5. E. No Person shall become a Substituted Partner until such Person shall have satisfied the requirements of Section 10.2; provided, however, that for the purpose of allocating Income, Investment Income, Profits, Losses, costs, and Distributable Cash, a Person shall be treated as having become, and as appearing in the records of the NPI Production Partnership as, a Partner on such date as the sale, assignment or transfer to such Person was recognized by the NPI Production Partnership pursuant to Section 7.3A.

Assignees and Substituted Partners. A. The NPI Production Partnership shall not recognize for any purpose any purported sale, assignment or transfer of all or any fraction of the Interest of the Limited Partnership unless the provisions of Section 7.1 shall have been complied with and there shall have been filed with the NPI Production Partnership a dated Notification of such sale, assignment or transfer, executed and acknowledged by both the seller, assignor or transferor and the purchaser, assignee or transferee and such Notification (i) contains the acceptance by the purchaser, assignee or transferee of all of the terms and provisions of this Agreement and (ii) represents that such sale, assignment or transfer was made in accordance with all applicable laws and regulations. Any sale, assignment or transfer shall be recognized by the NPI Production Partnership as effective on the date of such Notification if the date of such Notification is within 30 days of the date on which such Notification is filed with the NPI Production Partnership, and otherwise shall be recognized as effective on the date such Notification is filed with the NPI Production Partnership. B. If the Limited Partnership assigns all of its Interest to an assignee, the Limited Partnership shall cease to be a Partner. C. A Person who is the assignee of all or any fraction of the Interest of the Limited Partnership shall be subject to all the provisions of this Article Seven to the same extent and in the same manner as the Limited Partnership desiring to make an assignment of its Interest. D. Any purchaser, assignee, transferee, donee, heir, legatee or other recipient of an Interest shall be admitted to the NPI Production Partnership as a Substituted Partner only with the Consent of the other Partners, which Consent may be granted or withheld by such Partners at their sole and absolute discretion. The admission of such Person as a Substituted Partner shall be evidenced by the execution by the Partners of a certificate evidencing the admission of such Person as a Partner and an amendment to this Agreement executed by the Managing Partner on its own behalf, as well as on behalf of each other Partner, pursuant to the power of attorney granted pursuant to Section 12.512 .. 5. E. No Person shall become a Substituted Partner until such Person shall have satisfied the requirements of Section 10.2; provided, however, that for the purpose of allocating Income, Investment Income, Profits, Losses, costs, and Distributable Cash, a Person shall be treated as having become, and as appearing in the records of the NPI Production Partnership as, a Partner on such date as the sale, assignment or transfer to such Person was recognized by the NPI Production Partnership pursuant to Section 7.3A.

Assignees and Substituted Partners. A. The NPI Production Partnership shall not recognize for any purpose any purported sale, assignment or transfer of all or any fraction of the Interest of the Limited Partnership unless the provisions of Section 7.1 shall have been complied with and there shall have been filed with the NPI Production Partnership a dated Notification of such sale, assignment or transfer, executed and acknowledged by both the seller, assignor or transferor and the purchaser, assignee or transferee and such Notification (i) contains the acceptance by the purchaser, assignee or transferee of all of the terms and provisions of this Agreement and (ii) represents that such sale, assignment or transfer was made in accordance with all applicable laws and regulations. Any sale, assignment or transfer shall be recognized by the NPI Production Partnership as effective on the date of such Notification if the date of such Notification is within 30 days of the date on which such Notification is filed with the NPI Production Partnership, and otherwise shall be recognized as effective on the date such Notification is filed with the NPI Production Partnership. B. If the Limited Partnership assigns all of its Interest to an assignee, the Limited Partnership shall cease to be a Partner. C. A Person who is the assignee of all or any fraction of the Interest interest of the Limited Partnership shall be subject to all the provisions of this Article Seven to the same extent and in the same manner as the Limited Partnership desiring to make an assignment of its Interest. D. Any purchaser, assignee, transferee, donee, heir, legatee or other recipient of an Interest shall be admitted to the NPI Production Partnership as a Substituted Partner only with the Consent of the other Partners, which Consent may be granted or withheld by such Partners at their sole and absolute discretion. The admission of such Person as a Substituted Partner shall be evidenced by the execution by the Partners of a certificate evidencing the admission of such Person as a Partner and an amendment to this Agreement executed by the Managing Partner on its own behalf, as well as on behalf of each other Partner, pursuant to the power of attorney granted pursuant to Section 12.5. E. No Person shall become a Substituted Partner until such Person shall have satisfied the requirements of Section 10.2; provided, however, that for the purpose of allocating Income, Investment Income, Profits, Losses, costs, and Distributable Cash, a Person shall be treated as having become, and as appearing in the records of the NPI Production Partnership as, a Partner on such date as the sale, assignment or transfer to such Person was recognized by the NPI Production Partnership pursuant to Section 7.3A.

Assignees and Substituted Partners. A. The NPI Production Partnership shall not recognize for any purpose any purported sale, assignment or transfer of all or any fraction of the Interest of the Limited Partnership unless the provisions of Section 7.1 shall have been complied with and there shall have been filed with the NPI Production Partnership a dated Notification of such sale, assignment or transfer, executed and acknowledged by both the seller, assignor or transferor and the purchaser, assignee or transferee and such Notification (i) contains the acceptance by the purchaser, assignee or transferee of all of the terms and provisions of this Agreement and (ii) represents that such sale, assignment or transfer was made in accordance with all applicable laws and regulations. Any sale, assignment or transfer shall be recognized by the NPI Production Partnership as effective on the date of such Notification if the date of such Notification is within 30 days of the date on which such Notification is filed with the NPI Production Partnership, and otherwise shall be recognized as effective on the date such Notification is filed with the NPI Production Partnership. B. If the Limited Partnership assigns all of its Interest to an assignee, the Limited Partnership shall cease to be a Partner. C. A Person who is the assignee of all or any fraction of the Interest of the Limited Partnership shall be subject to all the provisions of this Article Seven to the same extent and in the same manner as the Limited Partnership desiring to make an assignment of its Interest. D. Any purchaser, assignee, transferee, donee, heir, legatee or other recipient of an Interest shall be admitted to the NPI Production Partnership as a Substituted Partner only with the Consent of the other Partners, which Consent may be granted or withheld by such Partners at their sole and absolute discretion. The admission of such Person as a Substituted Partner shall be evidenced by the execution by the Partners of a certificate evidencing the admission of such Person as a Partner and an amendment to this Agreement executed by the Managing Partner on its own behalf, as well as on behalf of each other Partner, pursuant to the power of attorney granted pursuant to Section 12.512 . 5. E. No Person shall become a Substituted Partner until such Person shall have satisfied the requirements of Section 10.2; provided, however, that for the purpose of allocating Income, Investment Income, Profits, Losses, costs, and Distributable Cash, a Person shall be treated as having become, and as appearing in the records of the NPI Production Partnership as, a Partner on such date as the sale, assignment or transfer to such Person was recognized by the NPI Production Partnership pursuant to Section 7.3A.

Assignees and Substituted Partners. A. The NPI Partnership shall not recognize for any purpose any purported sale, assignment or transfer of all or any fraction of the Interest of the Limited Partnership unless the provisions of Section 7.1 shall have been complied with and there shall have been filed with the NPI Partnership a dated Notification of such sale, assignment or transfer, executed and acknowledged by both the seller, assignor or transferor and the purchaser, assignee or transferee and such Notification (i) contains the acceptance by the purchaser, assignee or transferee of all of the terms and provisions of this Agreement and (ii) represents that such sale, assignment or transfer was made in accordance with all applicable laws and regulations. Any sale, assignment or transfer shall be recognized by the NPI Partnership as effective on the date of such Notification if the date of such Notification is within 30 days of the date on which such Notification is filed with the NPI Partnership, and otherwise shall be recognized as effective on the date such Notification is filed with the NPI Partnership. B. If the Limited Partnership assigns all of its Interest to an assignee, the Limited Partnership shall cease to be a Partner. C. A Person who is the assignee of all or any fraction of the Interest interest of the Limited Partnership shall be subject to all the provisions of this Article Seven to the same extent and in the same manner as the Limited Partnership desiring to make an assignment of its Interest. D. Any purchaser, assignee, transferee, donee, heir, legatee or other recipient of an Interest shall be admitted to the NPI Partnership as a Substituted Partner only with the Consent of the other Partners, which Consent may be granted or withheld by such Partners at their sole and absolute discretion. The admission of such Person as a Substituted Partner shall be evidenced by the execution by the Partners of a certificate evidencing the admission of such Person as a Partner and an amendment to this Agreement executed by the Managing Partner on its own behalf, as well as on behalf of each other Partner, pursuant to the power of attorney granted pursuant to Section 12.5. E. No Person shall become a Substituted Partner until such Person shall have satisfied the requirements of Section 10.2; provided, however, that for the purpose of allocating Income, Investment Income, Profits, Losses, costs, and Distributable Cash, a Person shall be treated as having become, and as appearing in the records of the NPI Partnership as, a Partner on such date as the sale, assignment or transfer to such Person was recognized by the NPI Partnership pursuant to Section 7.3A.