Common use of Changes in General Partner Clause in Contracts

Changes in General Partner. 7.1 Transfer of the General Partner’s Partnership Units. (a) The General Partner shall not transfer all or any portion of its General Partnership Units or withdraw as General Partner except as provided in, or in connection with a transaction contemplated by, Section 7.1(c). (b) Except as otherwise provided in Section 6.4(b) or Section 7.1(c) hereof, the General Partner shall not engage in any merger, consolidation or other combination with or into another Person or the sale of all or substantially all of its assets (other than in connection with a change in the General Partner’s state of incorporation or organizational form), in each case which results in a change of control of the General Partner (a “Transaction”), unless the consent of Limited Partners holding more than 50% of the Percentage Interests of the Limited Partners is obtained. (c) Notwithstanding Section 7.1(a) or (b), (i) a General Partner may transfer all or any portion of its General Partnership Units to (A) a wholly owned Subsidiary of such General Partner or (B) the owner of all of the ownership interests of such General Partner, and following a transfer of all of its General Partnership Units, may withdraw as General Partner; and (ii) the General Partner may engage in a transaction not required by law or by the rules of any national securities exchange on which the General Partner’s shares are listed to be submitted to the vote of the holders of the General Partner’s shares.

Appears in 3 contracts

Samples: Limited Partnership Agreement (NorthStar Real Estate Income Trust, Inc.), Limited Partnership Agreement (NorthStar Real Estate Income Trust, Inc.), Limited Partnership Agreement (NorthStar Real Estate Income Trust, Inc.)

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Changes in General Partner. 7.1 Transfer of the General Partner’s Partnership UnitsInterest. (a) The General Partner shall not transfer all or any portion of its General Partnership Units Interest or withdraw as General Partner except as provided in, or in connection with a transaction contemplated by, Section 7.1(c). (b) Except as otherwise provided in Section 6.4(b) or Section 7.1(c) hereof, the General Partner shall not engage in any merger, consolidation or other combination with or into another Person or the sale of all or substantially all of its assets (other than in connection with a change in the General Partner’s state of incorporation or organizational form), in each case which results in a change of control of the General Partner (a “Transaction”)Partner, unless the consent of Limited Partners holding more than 50% of the Percentage Interests of the Limited Partners is obtained. (c) Notwithstanding Section 7.1(a) or (b), (i) a General Partner may transfer all or any portion of its General Partnership Units Interest to (A) a wholly wholly-owned Subsidiary of such General Partner or (B) the owner of all of the ownership interests of such General Partner, and following a transfer of all of its General Partnership UnitsInterest, may withdraw as General Partner; and (ii) the General Partner may engage in a transaction not required by law or by the rules of any national securities exchange on which the General Partner’s shares REIT Shares are listed to be submitted to the vote of the holders of the General Partner’s sharesREIT Shares.

Appears in 1 contract

Samples: Limited Partnership Agreement (Steadfast Secure Income REIT, Inc.)

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