Common use of Dissolution Upon Withdrawal of General Partner Clause in Contracts

Dissolution Upon Withdrawal of General Partner. The Partnership shall be dissolved in the event of the occurrence with respect to the General Partner of any of the events of withdrawal described in Sections 17-402(a)(2) through 17-402(a)(l0) of the Delaware Act unless, within ninety (90) days after such event, a majority in interest of the Limited Partners (A) agree to continue the Partnership and its business and (B) elect a substitute general partner effective as ofthe date of the event of withdrawal, and such substitute general partner agrees in writing to accept such election. If the General Partner suffers an event that, with the passage ofthe period specified in the Delaware Act, becomes an event of withdrawal under Section 17-402(a)(4) or (5) of the Delaware Act, the General Partner shall notify each Limited Partner of the occurrence of such event within thirty (30) days after the occurrence of such event. The Partnership shall not be dissolved in the event of the dissolution, death, bankruptcy, incompetence, disability, substitution or admission of any Limited Partner.

Appears in 1 contract

Samples: Limited Partnership Agreement

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