Dissolution and Liquidation of the Partnership. Dissolution. The Partnership shall be dissolved, and its affairs shall be wound up upon the first to occur of any of the following events:
(a) the expiration of the Term as set forth in Section 2.6; or
(b) the termination, liquidation, dissolution or withdrawal by the General Partner (other than in connection with a permitted assignment of interest).
Dissolution and Liquidation of the Partnership. 15 11.1 Early Termination of the Partnership. . . . . . . . . . . . . 15 11.2
Dissolution and Liquidation of the Partnership. The dissolution and liquidation of the Partnership will involve the distribution to the Partners of the cash remaining after the sale of its assets, if any, and after payment of all the Partnership's debts and liabilities. If a Limited Partner receives cash in excess of the basis of his Units, such excess will be taxable as a gain. If a Limited Partner were to receive only cash upon dissolution and liquidation, he would recognize a loss to the extent, if any, that the adjusted basis of his Units exceeded the amount of cash received. No loss would be recognized if a Limited Partner were to receive property other than money, unrealized receivables and substantially appreciated inventory (as defined in Section 751 of the Code). There are a number of exceptions to these general rules, including but not limited to, the effect of a special basis election under Section 732(d) of the Code for a Limited Partner who may have acquired his Partnership interest within the two years prior to the dissolution, and the effects of distributing one kind of property to some Partners and a different kind of property to others as determined under Section 751 (b) of the Code. Because it is anticipated that only cash will be distributed upon liquidation, each prospective investor should consult his own tax advisor for a more detailed explanation of the tax consequences of receipt of assets other than cash upon liquidation.
Dissolution and Liquidation of the Partnership. 22 11.1 EVENTS CAUSING DISSOLUTION.............................................................................22 11.2 LIQUIDATION............................................................................................22
Dissolution and Liquidation of the Partnership. 23 11.1. Events Causing Dissolution . . . . . . . . . . . . . . 23 11.2. Liquidation . . . . . . . . . . . . . . . . . . . . . . 24
Dissolution and Liquidation of the Partnership. 9.1 Events Causing Dissolution 37 9.2 Effect of Dissolution 38 9.3 Capital Contribution upon Dissolution 38 9.4 Liquidation 38
10.1 Books and Records 39 10.2 Accounting and Fiscal Year 39 10.3 Information and Audit Rights 39 10.4 Designation of Tax Matters Partner 39
Dissolution and Liquidation of the Partnership. Events Causing Dissolution The Partnership shall terminate upon the happening of any of the following events:
Dissolution and Liquidation of the Partnership. 9.1 Events Causing Dissolution 37 9.2 Effect of Dissolution 38 9.3 Capital Contribution upon Dissolution 38 9.4 Liquidation 38
Dissolution and Liquidation of the Partnership. Section 8.01. Events Causing Dissolution....................................... 27 Section 8.02. Liquidation...................................................... 28
Dissolution and Liquidation of the Partnership. SECTION 8.1 Events Causing Dissolution The Partnership shall terminate upon the happening of any of the following events:
(i) the bankruptcy, death, dissolution or adjudication of incompetence of a sole General Partner;
(ii) the sale or other disposition of all the interests in real estate (including purchase money security interests) of the Partnership;
(iii) the election by the Managing General Partner pursuant to Section 5.4B(ii), or the vote by the Limited Partners pursuant to Section 10-2(ii), to dissolve the Partnership; or
(iv) the happening of any other event causing the dissolution of the Partnership under the laws of the State of Illinois.
