Investor Limited Partner Sample Clauses

Investor Limited Partner. Subject to compliance with the terms and conditions hereinafter set forth, the Investor Limited Partner shall make Capital Contributions to the Partnership in the amounts and as and when required pursuant to the terms of the Contribution Agreement. The amount of the Investor Limited Partner's Capital Contributions was determined in part upon the amount of Credits that are expected to be available to the Partnership, and was based upon the assumption that the Partnership would be eligible to recognize Credits of no less than the Total Credit Amount. The amount of the qualified basis of the Apartment Complex and the annual rate of the Credits which the Partnership will be able to claim with respect thereto will not be known until the end of the first year of the Credit Period for the Apartment Complex. Therefore, if the total amount of Credits which the Partnership will be entitled to recognize and allocate to the Limited Partners, as certified to the Investor Limited Partner by the Accountants upon Completion, is (x) less than 99.99% of the Total Credit Amount, then the amount of the Capital Contributions described in Section 3.4.A hereof shall be reduced by $0.6830 for each $1.00 by which 99.99% of the Total Credit Amount exceeds the total Credits which the Accountants certify as aforesaid that the Partnership will be entitled to claim and allocate to the Limited Partners or (y) more than 99.99% of the Total Credit Amount, then the amount of the Capital Note shall be increased (subject to the availability of funds) by $0.6830 for each $1.00 by which 99.99% of the Total Credit Amount is less than the total Credits which the Accountants certify as aforesaid that the Partnership will be entitled to claim and allocate to the Limited Partners. The amounts set forth on Exhibit A to the Recapture Guaranty Agreement shall be revised to reflect the total amount of Credits which the Accountants certify pursuant to Section 3.4.B(i) hereof. Notwithstanding the foregoing provisions of Section 3.4.B(i) hereof, in the event that any installment of the Limited Partner's Capital Contribution has not been paid to the Partnership at the time that the Partnership files a Federal income tax return in which it claims Credits with respect to the Apartment Complex, the calculation required by Section 3.4.B(i) hereof (and the adjustment required by Section 3.4.B(ii) hereof) shall be made by subtracting from the annual amount of Credits certified by the Accountants to the Limited P...
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Investor Limited Partner. 14 Investor Limited Partner Loan(s). . . . . . . . . . . . . . 14 IRS . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sample 1
Investor Limited Partner. The parties hereto agree that the Investment Limited Partner may act to cure any Event of Default or default hereunder and the parties shall accept such cure as though made by the Borrower. * * * * *
Sample 1

Related to Investor Limited Partner

  • Limited Partner The name and address of the New Limited Partner of the Partnership is 0000 X. Xxxx Xxxxx Xxxxxxxxx, 0xx Xxxxx, Xxxxx, Xxxxxxx 00000. The names and addresses of any other Limited Partners shall be set forth on Exhibit B, as amended from time to time, attached hereto and incorporated herein by this reference. The Partnership Interest of a Limited Partner shall be referred to herein as a “Limited Partnership Interest.”

  • Substituted Limited Partner In the event a Limited Partner transfers all or any part of such Limited Partner’s Limited Partnership Interest in compliance with the provisions of this Article VIII, the transferee of the Limited Partner shall take such Limited Partnership Interest subject to all of the terms and conditions of this Agreement, shall not be considered to have title to such Limited Partnership Interest and shall not have the right to be admitted to the Partnership as a substituted Limited Partner of the Partnership unless the transferring Limited Partner has given the transferee such right and unless:

  • Substituted Limited Partners A. No Limited Partner shall have the right to substitute a transferee as a Limited Partner in his or her place (including any transferee permitted by Section 11.3). The General Partner shall, however, have the right to consent to the admission of a transferee of the interest of a Limited Partner pursuant to this Section 11.4 as a Substituted Limited Partner, which consent may be given or withheld by the General Partner in its sole and absolute discretion. The General Partner’s failure or refusal to permit a transferee of any such interests to become a Substituted Limited Partner shall not give rise to any cause of action against the Partnership or any Partner.

  • Additional Limited Partners Subject to the other terms of this Agreement, the rights and obligations of an Additional Limited Partner to which Units are issued shall be set forth in such Additional Limited Partner’s Partner Agreement, the Unit Designation relating to the Units issued to such Additional Limited Partner or a written document thereafter attached to and made an exhibit to this Agreement, which exhibit shall be an amendment to this Agreement (but shall not require the approval of any Limited Partner) and shall be incorporated herein by this reference. Such rights and obligations may include, without limitation, provisions describing the vesting of the Units issued to such Additional Limited Partner and the reallocation of such Units or other consequences of the Withdrawal of such Additional Limited Partner other than due to a breach of any of the covenants in Section 2.13(b) or, if applicable, any of those provided in such Additional Limited Partner’s Partner Agreement.

  • Limited Partner Transfers (a) Except as provided in clauses (b), (c), (d) and (f) of this Section 8.03, no Limited Partner or Assignee thereof may Transfer (including by exchanging in an Exchange Transaction) all or any portion of its Units or other interest in the Partnership (or beneficial interest therein) without the prior consent of the General Partner, which consent may be given or withheld, or made subject to such conditions (including, without limitation, the receipt of such legal opinions and other documents that the General Partner may require) as are determined by the General Partner, in each case in the General Partner’s sole discretion. Any such determination in the General Partner’s discretion in respect of Units shall be final and binding. Such determinations need not be uniform and may be made selectively among Limited Partners, whether or not such Limited Partners are similarly situated, and shall not constitute the breach of any duty hereunder or otherwise existing at law, in equity or otherwise. Any purported Transfer of Units that is not in accordance with, or subsequently violates, this Agreement shall be, to the fullest extent permitted by law, null and void.

  • Ownership by Limited Partner of Corporate General Partner or Affiliate No Limited Partner shall at any time, either directly or indirectly, own any stock or other interest in the General Partner or in any Affiliate thereof, if such ownership by itself or in conjunction with other stock or other interests owned by other Limited Partners would, in the opinion of counsel for the Partnership, jeopardize the classification of the Partnership as a partnership for federal tax purposes. The General Partner shall be entitled to make such reasonable inquiry of the Limited Partners as is required to establish compliance by the Limited Partners with the provisions of this Section.

  • Approval by Limited Partners (a) Except as provided in Section 14.3(d), the General Partner, upon its approval of the Merger Agreement or the Plan of Conversion, as the case may be, shall direct that the Merger Agreement or the Plan of Conversion and the merger, consolidation or conversion contemplated thereby, as applicable, be submitted to a vote of Limited Partners, whether at a special meeting or by written consent, in either case in accordance with the requirements of Article XIII. A copy or a summary of the Merger Agreement or the Plan of Conversion, as the case may be, shall be included in or enclosed with the notice of a special meeting or the written consent.

  • Limited Partners The Limited Partners shall not participate in the general conduct or control of the Partnership’s affairs and shall have no right or authority to act for or to bind the Partnership. The Limited Partners shall not be required to assume, endorse or guarantee any liabilities of the Partnership.

  • General Partner (a) The business, property and affairs of the Partnership shall be managed under the sole, absolute and exclusive direction of the General Partner, which may from time to time delegate authority to officers or to others to act on behalf of the Partnership.

  • General Partnership Interest A number of Partnership Units held by the General Partner equal to one percent (1%) of all outstanding Partnership Units shall be deemed to be the General Partner Partnership Units and shall be the General Partnership Interest. All other Partnership Units held by the General Partner shall be Limited Partnership Interests and shall be held by the General Partner in its capacity as a Limited Partner in the Partnership.

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