Common use of Incapacity of a Director Clause in Contracts

Incapacity of a Director. (a) In the event of the Incapacity of a Director, the business of the Fund shall be continued by the remaining Directors. The remaining Directors shall, within 90 days, call a meeting of the Board of Directors for the purpose of designating a successor Director. Any such successor Director shall hold such office until his or her successor has been approved and elected by the Limited Partners. The Directors shall make such amendments to the certificate of formation and execute and file for recordation such amendments or other documents or instruments as are necessary and required by the Act or this Agreement to reflect the fact that such Incapacitated Director has ceased to be a Director and the appointment of such successor Director. (b) In the event of the Incapacity of all Directors, an Appropriate Officer shall as promptly as practicable convene a meeting of Limited Partners for the purpose of electing new Directors nominated by the General Partner. Upon the Incapacity of a Director, the Director shall immediately cease to be a Director. (c) Any such termination of a Director shall not affect any rights or liabilities of the Incapacitated Director that matured prior to such Incapacity.

Incapacity of a Director. (a) In the event of the Incapacity of a Director, the business of the Fund Partnership shall be continued with the Partnership property by the remaining Directors. The remaining Directors shall, within 90 days, call a meeting of the Board of Directors for the purpose of designating a successor Director. Any such successor Director shall hold such office until his or her successor has been approved and elected by the Limited Partnerselected. The Directors shall make such amendments to the certificate Certificate of formation Limited Partnership and execute and file for recordation such amendments or other documents or instruments as are necessary and if required by the Act or this Agreement to reflect the fact that such Incapacitated Director has ceased to be a Director Director, and the appointment of such successor Director. (b) In the event of the Incapacity of all Directors, an Appropriate Officer shall as promptly as practicable convene a meeting of Limited Partners for the purpose of electing new Directors nominated by the General Partner. Upon the Incapacity of a Director, the Director shall immediately cease to be a Director. In the event of the Incapacity of all Directors, the General Partner shall as promptly as practicable convene a meeting of Partners for the purpose of electing new Interested Directors nominated by the General Partner and shall solicit the Limited Partners for nominees for new Independent Directors. (c) Any such termination of a Director shall not affect any rights or liabilities of the Incapacitated Director that matured prior to such Incapacity.