Common use of Certificated Interests Clause in Contracts

Certificated Interests. (a) Each Partnership Interest in the Partnership shall constitute a “security” within the meaning of, and governed by, (i) Article 8 of the Uniform Commercial Code (including Section 8-102(a)(15) thereof) as in effect from time to time in the State of Delaware (the “UCC”) and (ii) Article 8 of the Uniform Commercial Code of any other applicable jurisdiction that now or hereafter substantially includes the 1994 revisions to Article 8 thereof as adopted by the American Law Institute and the National Conference of Commissioners on Uniform State Laws and approved by the American Bar Association on February 14, 1995. (b) The Partnership Interests in the Partnership shall be evidenced by certificates in the form of Exhibit H and each such certificate shall be executed by the General Partner on behalf of the Partnership. (c) The Partnership shall maintain books for the purpose of registering the Transfer of Partnership Interests in the Partnership. Subject to compliance with Article 5, a Transfer of a Partnership Interest in the Partnership shall be effected by the Partnership registering the Transfer upon delivery of an endorsed certificate representing the interest being Transferred. (d) Notwithstanding any provision of this Agreement to the contrary, to the extent that any provision of this Agreement is inconsistent with any non-waivable provision of Article 8 of the UCC, such provision of Article 8 of the UCC shall control.

Certificated Interests. (a) Each Partnership Membership Interest in the Partnership Company shall constitute a “security” within the meaning of, and governed by, (i) Article 8 of the Uniform Commercial Code (including Section 8-102(a)(15) thereof) as in effect from time to time in the State of Delaware (the “UCC”) and (ii) Article 8 of the Uniform Commercial Code UCC of any other applicable jurisdiction that now or hereafter substantially includes the 1994 revisions to Article 8 thereof as adopted by the American Law Institute and the National Conference of Commissioners on Uniform State Laws and approved by the American Bar Association on February 14, 1995. (b) The Partnership Membership Interests in the Partnership Company, which shall be represented by Units (as described below), shall be evidenced by certificates in the form of Exhibit H G and each such certificate shall be executed by the General Partner Member on behalf of the PartnershipCompany. (c) The Partnership Company shall maintain books for the purpose of registering the Transfer of Partnership Interests Units in the PartnershipCompany. Subject to compliance with Article 5, a Transfer of a Partnership Interest Units in the Partnership Company shall be effected by the Partnership Company registering the Transfer upon delivery of an endorsed certificate representing the interest Units being Transferred. (d) Notwithstanding any provision of this Agreement to the contrary, to the extent that any provision of this Agreement is inconsistent with any non-waivable provision of Article 8 of the UCC, such provision of Article 8 of the UCC shall control.