Common use of Events of Withdrawal of a General Partner Clause in Contracts

Events of Withdrawal of a General Partner. A. In addition to a voluntary withdrawal of the General Partner pursuant to Section 6.lE, the General Partner shall be deemed to withdraw (i) if the General Partner assigns all of its Interest in the Partnership, (ii) if the General Partner is removed pursuant to Section 5.3A, and (iii) upon the filing of a certificate of dissolution, or its equivalent, for the General Partner or the revocation of its charter. To the maximum extent permitted by the Act, no other act or event shall be deemed an event of withdrawal of the General Partner or serve to convert a General Partner to a Limited Partner. B. In the event of the withdrawal of the General Partner and if a Successor or Additional General Partner has been admitted to the Partnership in accordance with Section 6.2, the remaining General Partner or General Partners, including such Successor or Additional General Partner, may elect to continue the Partnership, and if such election is made, shall promptly give Notification of such event and shall make and file such amendments to the Certificate as are required by the Act to reflect the fact that the withdrawn General Partner, has ceased to be a General Partner of the Partnership. C. In the event of the withdrawal of the General Partner and no Successor or Additional General Partner has been admitted to the Partnership to continue the Partnership's existence, the withdrawn General Partner, or its successors, representatives, heirs or assigns shall promptly give Notification of such withdrawal to all remaining Partners and Investors. In such event, the Partnership shall be dissolved unless, within One Hundred Twenty (120) days after the withdrawal of the General Partner, the Investors, by the Majority Vote of the Investors (or such higher percentage vote as may be required by the Act), agree in writing to continue the business of the Partnership and to the appointment, effective as of the date of withdrawal of the sole General Partner, of one or more Additional General Partners. If the Investors elect to reconstitute the Partnership and agree to admit an Additional General Partner, the relationship of the Investors and of substitute General Partner in the Partnership shall be governed by this Agreement.

Events of Withdrawal of a General Partner. A. In addition to a voluntary withdrawal of the General Partner pursuant to Section 6.lE, the General Partner shall be deemed to withdraw (i) if the General Partner assigns all of its Interest in the Partnership, (ii) if the General Partner is removed pursuant to Section 5.3A, ; and (iii) upon the filing of a certificate of dissolution, or its equivalent, for the General Partner or the revocation of its charter. To the maximum extent permitted by the Act, no other act or event shall be deemed an event of withdrawal of the General Partner or serve to convert a General Partner to a Limited Partner. B. In the event of the withdrawal of the General Partner and if a Successor or Additional General Partner has been admitted to the Partnership in accordance with Section 6.2, the remaining General Partner or General Partners, including such Successor or Additional General Partner, Partner may elect to continue the Partnership, and if such election is made, shall promptly give Notification of such event and shall make and file such amendments to the Certificate as are required by the Act to reflect the fact that the withdrawn General Partner, Partner has ceased to be a General Partner of the Partnership. C. In the event of the withdrawal of the General Partner and no Successor or Additional General Partner has been admitted to the Partnership Partnership, or such Successor or Additional General Partner does not elect to continue the Partnership's existence, the withdrawn General Partner, or its successors, representatives, heirs or assigns shall promptly give Notification of such withdrawal to all remaining Partners and Investors. In such event, the Partnership shall be dissolved unless, within One Hundred Twenty ninety (12090) days after the withdrawal of the General Partner, the Investors, by the Majority Vote of the Investors (or such higher percentage vote as may be required by the Act), agree in writing to continue the business of the Partnership and to the appointment, effective as of the date of withdrawal of the sole General Partner, of one or more Additional General Partners. If the Investors elect to reconstitute the Partnership and agree to admit an Additional General Partner, the relationship of the Investors and of substitute General Partner in the Partnership shall be governed by this Agreement.

Events of Withdrawal of a General Partner. A. In addition to a voluntary withdrawal of the a General Partner pursuant to Section 6.lE6.lE or Section 5. 1E, the a General Partner shall be deemed to withdraw (i) if the General Partner assigns all of its his Interest in the PartnershipFund, (ii) if the General Partner is removed pursuant to Section 5.3A, ; and (iii) upon the following acts or events: (a) if a natural person, upon his death or the entry by a court of competent jurisdiction that such General Partner is incompetent to manage his person or his property; (b) if a corporation, the filing of a certificate of dissolution, or its equivalent, for the General Partner corporation or the revocation of its charter; and (c) if a partnership, the dissolution and commencement of winding up of the General Partner. To the maximum extent permitted by the Act, no other act or event shall be deemed an event of withdrawal of the a General Partner or serve to convert a General Partner to a Limited Partner. B. In the event of the withdrawal of the a General Partner and if a Successor or Additional who is not then the sole General Partner has been admitted to the Partnership in accordance with Section 6.2Partner, the remaining General Partner or General Partners, including such Successor or Additional General Partner, Partners may elect to continue the PartnershipFund, and if such election is made, shall promptly give Notification of such event and shall make and file such amendments to the Certificate as are required by the Act to reflect the fact that the withdrawn General Partner, Partner has ceased to be a General Partner of the PartnershipFund. C. In the event of the withdrawal of the a General Partner and no Successor or Additional the remaining General Partner has been admitted to the Partnership does not elect to continue the Partnership's existenceFund or in the event of the withdrawal of a sole General Partner, the withdrawn General Partner, or its successors, representatives, heirs or assigns shall promptly give Notification of such withdrawal to all remaining Partners and Investors. In such event, the Partnership Fund shall be dissolved unless, within One Hundred Twenty (120) 90 days after the withdrawal of the General Partner, the Investors, by the Majority Vote of the Investors (or such higher percentage vote as may be required by the Act)Investors, agree in writing to continue the business of the Partnership Fund and to the appointment, effective as of the date of withdrawal of the sole General Partner, of one or more Additional General Partners. If the Investors elect to reconstitute the Partnership Fund and agree to admit an Additional a substitute General Partner, the relationship of the Investors and of substitute General Partner in the Partnership Fund shall be governed by this Agreement.