General Partner Capital Contributions. (a) [RESERVED]
(b) The General Partner shall contribute to the capital of the Partnership, in exchange for Units as provided in Section 4.3(b) hereof, the proceeds of the sale of any Shares.
(c) All transfer, stamp or similar taxes payable upon any contribution provided for in this Section 4.1 shall be paid by the Partnership.
General Partner Capital Contributions. (a) Simultaneously with the execution and delivery hereof, the Managing General Partner is contributing to the Partnership substantially all of its assets and liabilities in exchange for a managing general partnership interest in the Partnership and admission to the Partnership as a Limited Partner with the number of Units set forth on Exhibit A. The Partnership may direct the transfer of certain of such assets and/or liabilities to one or more of its subsidiaries.
(b) The Managing General Partner shall contribute to the capital of the Partnership, in exchange for Units as provided in Section 4.3(b) hereof, the proceeds of the sale of any Shares.
(c) All transfer, stamp or similar taxes payable upon any contribution provided for in this Section 4.1 shall be paid by the Partnership.
General Partner Capital Contributions. (a) Simultaneously with the execution and delivery hereof, the Managing General Partner is contributing to the Partnership and its subsidiaries substantially all of its assets and liabilities in exchange for a managing general partnership interest in the Partnership and admission to the Partnership as a Limited Partner with the number of Units set forth on Exhibit A.
(b) The Managing General Partner shall contribute to the capital of the Partnership, in exchange for Units as provided in Section 4.3(b) hereof, the proceeds of the sale of any Shares.
(c) All transfer, stamp or similar taxes payable upon any contribution provided for in this Section 4.1 shall be paid by the Partnership.
General Partner Capital Contributions. (a) As of the date hereof, the General Partner shall contribute, or cause to be contributed, to the Partnership, all of the Property and assets described on Exhibit A (the “Contributed General Partner Property”). To the extent the Contributed General Partner Property was financed by borrowings made by the General Partner or is otherwise subject to any liability, the Partnership shall take subject to or assume the obligations of the General Partner with respect to such indebtedness (or such other liability) concurrently with the contribution by the General Partner thereof (or, if such assumption is not possible, the Partnership shall obligate itself to the General Partner in an amount and on terms equal to such indebtedness or other liability). In exchange for the Contributed General Partner Property, the Partnership shall issue to the General Partner the number of Partnership Units set forth on Exhibit A.
(b) At any time, and from time to time, the General Partner may contribute to the capital of the Partnership, in exchange for Partnership Units, additional Property or other assets (including cash) which the General Partner in good faith determines are desirable to further the purposes or business of the Partnership. Except as otherwise provided in the succeeding sentence, in the event Partnership Units are issued by the Partnership to the General Partner in accordance with this Section 4.1(b), the number of Partnership Units so issued shall be determined by dividing (i) the aggregate amount of cash (in the case of contributed assets consisting of cash) plus the Gross Asset Value (net of liabilities secured by such contributed asset that the Partnership assumes or takes subject to) of the Property or other assets so contributed as of the Contribution Date (in the case of contributed assets not consisting of cash) by (ii) the Deemed Partnership Unit Value; provided, that to the extent such contributed asset was financed by borrowings made by the General Partner or is otherwise subject to any liability, the Partnership shall take subject to or assume the obligations of the General Partner with respect to such indebtedness (or other liability) concurrently with the contribution by the General Partner of such asset (or, if such assumption is not possible, the Partnership shall obligate itself to the General Partner in an amount and on terms equal to such indebtedness or other liability). In the event Partnership Units are issued by the Partnership to the Gene...
General Partner Capital Contributions. (a) The General Partner shall contribute a minimum of $500,000 to the initial trading capital of the Partnership, initially in $100 cash increments, and shall be issued General Partner Units by the Partnership. Thereafter, the General Partner shall maintain its interest in the capital of the Partnership at no less than the greater of: (i) 1% of aggregate Capital Contributions to the Partnership by all Partners (including the General Partner’s contribution) and (ii) $25,000. Such contribution by the General Partner need not exceed the amount described above and shall be evidenced by General Partner Units or investment in any series of Limited Partner Units. Any General Partner Units purchased thereafter will be at the Net Asset Value of the General Partner Units as of the close of business on the last day of the month in which the General Partner acquires new Units. The General Partner, without notice to or consent of the Limited Partners, may withdraw any portion of its Capital Account balance that is in excess of its required interest described above on any Redemption Date.
(b) The General Partner’s minimum investment requirements of Section 5.1(a) may be modified by the General Partner at its option, without notice to or the consent of the Limited Partners, provided that: (i) such modification does not adversely affect the interests of the Limited Partners, and (ii) the General Partner obtains a written opinion of counsel for the Partnership that such proposed modification: (x) will not adversely affect the Partnership’s ability to meet the administrative requirements applicable to partnerships under the federal income tax laws, (y) will not adversely affect the status of the Limited Partners as limited partners under the Delaware Act, and (z) will not violate any applicable state securities or blue sky laws or any rules, regulations, guidelines, or statements of policy promulgated or applied thereunder; provided, however, that the General Partner’s minimum investment in the Partnership may not be reduced below the lesser of (A) the minimum investment required by Section II.C of the NASAA Guidelines, and (B) the minimum investment required by the NASAA Guidelines as in effect on the date of such proposed modification.
(c) As used in this Section 5.1, the term “General Partner” shall refer to the General Partner and/or any of its Affiliates.
General Partner Capital Contributions. 12 4.2 LIMITED PARTNER CAPITAL CONTRIBUTIONS..............................................13 4.3 NO OBLIGATION TO MAKE FURTHER CAPITAL CONTRIBUTIONS; NO THIRD PARTY BENEFICIARY.................................................................13 4.4 NO INTEREST; NO RETURN.............................................................14 4.5
General Partner Capital Contributions. (a) Prior to the date hereof, the General Partner contributed, or caused to be contributed, to the Partnership, as a contribution to the capital of the Partnership, all of the Property and assets described on Exhibit A (the "CONTRIBUTED GENERAL PARTNER PROPERTY"). In exchange for the Contributed General Partner Property, the Partnership issued to the General Partner the number of Partnership Units set forth on Exhibit A.
General Partner Capital Contributions. At the time of the execution of this Agreement, the General Partner shall make (directly or on behalf of and through PREIT sub) the Capital Contribution shown on Exhibit A attached hereto. The General Partner and PREIT Sub shall initially own General Partner Interests and Limited Partner Interests in the respective amounts set forth for the General Partner on Exhibit A attached hereto.
General Partner Capital Contributions. As of the date hereof, the General Partner has a Capital Account Percentage as set forth on Schedule 1. The General Partner may from time to time make Capital Contributions to the Partnership.
General Partner Capital Contributions. Simultaneously with the execution and delivery hereof, the General Partner shall contribute or cause to be made Capital Contributions of assets described on Schedule 1, and (after giving effect to such contributions) the General Partner shall have made or caused to be made Capital Contributions to 12 the Partnership of money and/or assets in the amount or of the nature set forth on Schedule 2.
