Investment Restriction. Each Partner recognizes that (a) the limited partner interests in the Partnership have not been registered under the Securities Act in reliance upon an exemption from such registration, and agrees that it will not Transfer its limited partner interest in the Partnership (i) in the absence of an effective registration statement covering such limited partner interest under the Securities Act, unless such offer or Transfer is exempt from registration for any proposed sale, and (ii) except in compliance with all applicable provisions of this Agreement, and (b) the restrictions on transfer imposed by this Agreement may severely affect the liquidity of an investment in limited partner interests in the Partnership.
Appears in 3 contracts
Samples: Limited Partnership Agreement (Penske Automotive Group, Inc.), Agreement of Limited Partnership (Penske Automotive Group, Inc.), Agreement of Limited Partnership (Penske Automotive Group, Inc.)
Investment Restriction. Each Partner recognizes that (a) the limited partner interests Partnership Interests in the Partnership have not been registered under the Securities Act in reliance upon an exemption from such registration, and agrees that it will not Transfer its limited partner interest Partnership Interest in the Partnership (i) in the absence of an effective registration statement covering such limited partner interest Partnership Interest under the Securities Act, unless such offer or Transfer is exempt from registration for any proposed sale, and (ii) except in compliance with all applicable provisions of this Agreement, and (b) the restrictions on transfer imposed by this Agreement may severely affect the liquidity of an investment in limited partner interests Partnership Interests in the Partnership.
Appears in 2 contracts
Samples: Limited Partnership Agreement, Limited Partnership Agreement (Penske Automotive Group, Inc.)