Common use of Joint Venture Investments Clause in Contracts

Joint Venture Investments. The Partnership shall not make investments in the limited partner interests of any other program, or enter into any joint venture or partnership which owns a particular Mortgage except with a partnership sponsored by the General Partners or their Affiliates, with DRG or an Affiliate of DRG, or with any other Person deemed suitable by the General Partners. The Partnership may enter into a joint venture or partnership with an unaffiliated Joint Venture Partner only if the Partnership acquires a controlling interest in any such partnership or venture, unless such partnership or joint venture is with another partnership sponsored by the General Partners or their Affiliates as described below. For purposes hereof, the Partnership shall be deemed to have a "controlling interest" in such partnership or venture if the Partnership holds an interest of not less than 50% in the capital and profits of the venture and the joint venture agreement or related documents grants to the Partnership the joint right to make or participate in basic management decisions concerning the sale, leasing, refinancing or other realization of the Mortgage. The Partnership may not enter into a joint venture or partnership with any other partnership sponsored by the General Partners or their Affiliates unless (i) the Joint Venture Partner shares similar investment objectives and management compensation provisions to those of the Partnership; and (ii) the A-10 investments by the Partnership and such affiliated partnership are on substantially the same terms and conditions. If the Joint Venture Partner is an Affiliate of the Partnership, in the event of a proposed sale of the Mortgage held by the joint venture initiated by either joint venture partner, the Partnership must have a right of first refusal to purchase the other party's interest. The General Partners, in their capacity as managers of the Partnership, shall not do, or cause a joint venture to do, any act which would not be permitted hereunder if title to the Mortgage held by such joint venture were held directly by the Partnership, and no joint venture shall be entered into by the Partnership which involves the payment of duplicative property management and other fees or which would have the effect of circumventing any of the restrictions on and prohibitions of transactions involving conflicts of interest contained herein. The General Partners may permit one or more Joint Venture Partners to acquire or retain an equity interest in any joint venture which owns a particular Mortgage for any consideration deemed appropriate and fair by the General Partners under the circumstances including the contribution of an equity interest in property, a right to purchase property, cash or other property. The Partnership may permit any Person deemed suitable by the General Partners, which may include without limitation DRG, Affiliates of DRG, and a partnership sponsored by the General Partners or their Affiliates, to acquire MBS which represent interests in mortgage loans that also underlie Mortgages held by the Partnership. Should another Person acquire an interest in an MBS backed by a property with respect to which the Partnership holds a Participating insured Mortgage, the Partnership may grant such other Person an interest in the current income stream and/or the residual value of such property.

Joint Venture Investments. The Partnership shall not make investments in the general or limited partner interests of any other program, or enter into any joint venture or partnership which owns or operates a particular Mortgage Asset except with a for (i) any such general partnership sponsored by or venture entered into to facilitate the General Partners holding of title to any Asset and in which the Partnership holds all or their Affiliates, with DRG or an Affiliate substantially all of DRGthe beneficial interest, or with any other Person deemed suitable by the General Partners. The Partnership may enter into (ii) a general partnership or joint venture or partnership to acquire and hold an Asset and with an unaffiliated Joint Venture Partner only if respect to which each of the following conditions is satisfied. First, the Partnership acquires shall acquire a controlling interest in any such general partnership or venture, unless such partnership or joint venture is with another partnership sponsored by the General Partners or their Affiliates as described below. For purposes hereof, the Partnership shall be deemed to have a "controlling interest" in such general partnership or venture if the Partnership holds an interest of not less than 50% in the capital and profits of the venture and the joint venture agreement or related documents grants to the Partnership the joint right to make or participate in basic management decisions concerning the sale, leasing, refinancing refinancing, expansion or other realization improvement of the MortgageAsset. The Partnership may not enter into a joint venture or partnership with any other partnership sponsored by Second, the General Partners or Partners, in their Affiliates unless (i) the Joint Venture Partner shares similar investment objectives and management compensation provisions to those capacity as managers of the Partnership; and (ii) , shall not do, or cause such joint venture to do, any act which would not be permitted under this Agreement if title to such Asset were held directly by the A-10 investments Partnership. Third, no such general partnership or venture shall be entered into by the Partnership and such affiliated partnership are on substantially which involves the same terms and conditions. If payment of duplicate property management or other fees which would have the Joint Venture Partner is an Affiliate effect of circumventing any of the Partnershiprestrictions on and prohibition of transactions involving conflicts of interest contained in this Agreement. Fourth, in the event of a proposed sale of the Mortgage held by the joint venture Asset initiated by either joint venture partner, the Partnership must have a right of first refusal to purchase the other party's interest. The General PartnersFifth, in their capacity as managers of the Partnership, shall not do, or cause a joint venture to do, any act which would not be permitted hereunder if title to the Mortgage held by such joint venture were held directly by the Partnership, and no joint venture shall be entered into by the Partnership which involves the payment of duplicative property management and other fees or which would have the effect of circumventing any of the restrictions on and prohibitions of transactions involving conflicts of interest contained herein. The General Partners may permit one or more Joint Venture Partners to acquire or retain an equity interest in any enter into joint venture which owns a particular Mortgage for any consideration deemed appropriate and fair by the General Partners under the circumstances including the contribution of an equity interest in property, a right to purchase property, cash or other property. The Partnership may permit any Person deemed suitable by the General Partners, which may include without limitation DRG, Affiliates of DRG, and a ventures with another partnership sponsored by the General Partners or their Affiliates, but only if such other partnership has substantially identical investment objectives and management compensation provisions to acquire MBS which represent interests in mortgage loans that also underlie Mortgages held by those of the Partnership. Should another Person acquire an interest No duplicative property management or other fees shall be permitted in an MBS backed any such joint ventures. In addition, each partnership must have a right of first refusal to buy out the other partnership, and the investment by a property with respect to which each partnership must be on substantially the Partnership holds a Participating insured Mortgage, the Partnership may grant such other Person an interest in the current income stream and/or the residual value of such propertysame terms and conditions.

Joint Venture Investments. The Partnership shall not make investments in the general or limited partner interests of any other program, or enter into any joint venture or partnership which owns or operates a particular Mortgage Asset except with a for (i) any such general partnership sponsored by or venture entered into to facilitate the General Partners holding of title to any Asset and in which the Partnership holds all or their Affiliates, with DRG or an Affiliate substantially all of DRGthe beneficial interest, or with any other Person deemed suitable by the General Partners. The Partnership may enter into (ii) a general partnership or joint venture or partnership to acquire and hold an Asset and with an unaffiliated Joint Venture Partner only if respect to which each of the following conditions is satisfied. First, the Partnership acquires shall acquire a controlling interest in any such general partnership or venture, unless such partnership or joint venture is with another partnership sponsored by the General Partners or their Affiliates as described below. For purposes hereof, the Partnership shall be deemed to have a "controlling interest" in such general partnership or venture if the Partnership holds an interest of not less than 50% in the capital and profits of the venture and the joint venture agreement or related documents grants to the Partnership the joint right to make or participate in basic management decisions concerning the sale, leasing, refinancing refinancing, expansion or other realization improvement of the MortgageAsset. The Partnership may not enter into a joint venture or partnership with any other partnership sponsored by Second, the General Partners or Partners, in their Affiliates unless (i) the Joint Venture Partner shares similar investment objectives and management compensation provisions to those capacity as managers of the Partnership; and (ii) , shall not do, or cause such joint venture to do, any act which would not be permitted under this Agreement if title to such Asset were held directly by the A-10 investments Partnership. Third, no such general partnership or venture shall be entered into by the Partnership and such affiliated partnership are on substantially which involves the same terms and conditions. If payment of duplicate property management or other fees which would have the Joint Venture Partner is an Affiliate effect of circumventing any of the Partnershiprestrictions on and prohibition of transactions involving conflicts of interest contained in this Agreement. Fourth, in the event of a proposed sale of the Mortgage held by the joint venture Asset initiated by either joint venture partner, the Partnership must have a right of first refusal to purchase the other party's interest. The General PartnersFifth, in their capacity as managers of the Partnership, shall not do, or cause a joint venture to do, any act which would not be permitted hereunder if title to the Mortgage held by such joint venture were held directly by the Partnership, and no joint venture shall be entered into by the Partnership which involves the payment of duplicative property management and other fees or which would have the effect of circumventing any of the restrictions on and prohibitions of transactions involving conflicts of interest contained herein. The General Partners may permit one or more Joint Venture Partners to acquire or retain an equity interest in any enter into joint venture which owns a particular Mortgage for any consideration deemed appropriate and fair by the General Partners under the circumstances including the contribution of an equity interest in property, a right to purchase property, cash or other property. The Partnership may permit any Person deemed suitable by the General Partners, which may include without limitation DRG, Affiliates of DRG, and ventures with a partnership subsequently sponsored by the General Partners or their Affiliates, but only if such other partnership has substantially identical investment objectives and management compensation provisions to acquire MBS which represent interests in mortgage loans that also underlie Mortgages held by those of the Partnership. Should another Person acquire an interest No duplicative property management or other fees shall be permitted in an MBS backed any such joint ventures. In addition, each partnership must have a right of first refusal to buy out the other partnership, and the investment by a property with respect to which each partnership must be on substantially the Partnership holds a Participating insured Mortgage, the Partnership may grant such other Person an interest in the current income stream and/or the residual value of such propertysame terms and conditions.