Common use of Limited Partners Clause in Contracts

Limited Partners. (i) On the date of this Agreement, the Limited Partners hold the Limited Partnership Interests (including, for the avoidance of doubt, the Exchangeable Preferred Limited Partnership Interest and the Special Voting Limited Partnership Interest), which have the Units (including those designated as Exchangeable Preferred Units), Non-Participating Units (in the case of the Special Voting Limited Partnership Interest) and the Capital set forth on Schedule 4.02 and Schedule 5.01, respectively. (ii) The admission of a Transferee as a Limited Partner pursuant to any Transfer permitted by Section 7.02(a) or 7.02(b), as applicable, shall be governed by Section 7.02, and the admission of a Person as a Limited Partner in connection with the issuance of additional Units pursuant to Section 4.02(a)(ii) shall be governed by such applicable Section. (iii) Effective immediately upon the Transfer of a Limited Partner’s entire Limited Partnership Interest as provided in Section 7.02(a) or 7.02(b), as applicable, such Partner shall cease to have any interest in the profits, losses, assets, properties or capital of the Partnership with respect to such Limited Partnership Interest and shall cease to be a Limited Partner; provided, however, that with respect to Newmark, the occurrence of the foregoing shall not relieve Newmark of its obligations under Article IX.

Limited Partners. (i) The initial Limited Partners are Holdings and BGC Holdings US, and the initial Special Voting Limited Partner is BGC Holdings, LLC. On the date of this Agreement, immediately following the Separation, the Limited Partners hold shall have the Limited Partnership Interests (including, for the avoidance of doubt, the Exchangeable Preferred Limited Partnership Interest and the Special Voting Limited Partnership Interest), which shall have the Units (including those designated as Exchangeable Preferred Units), Non-Participating Units (in the case of the Special Voting Limited Partnership Interest) and the Capital set forth on Schedule 4.02 and Schedule 5.01, respectively. (ii) The admission of a Transferee as a Limited Partner pursuant to any Transfer permitted by Section 7.02(a) or 7.02(b), as applicable, shall be governed by Section 7.02, and the admission of a Person as a Limited Partner in connection with the issuance of additional Units pursuant to Section 4.02(a)(ii) shall be governed by such applicable Section. (iii) Effective immediately upon the Transfer of a Limited Partner’s entire Limited Partnership Interest as provided in Section 7.02(a) or 7.02(b), as applicable, such Partner shall cease to have any interest in the profits, losses, assets, properties or capital of the Partnership with respect to such Limited Partnership Interest Interest, and shall cease to be a Limited Partner; provided, however, that with respect to Newmark, the occurrence of the foregoing shall not relieve Newmark of its obligations under Article IX.

Limited Partners. (i) On the date of this Agreement, immediately following the Opco Partnership Division (and, with respect to Newmark Holdings, the Holdings Partnership Contribution), the Limited Partners shall hold the Limited Partnership Interests (including, for the avoidance of doubt, the Exchangeable Preferred Limited Partnership Interest and the Special Voting Limited Partnership Interest), which shall have the Units (including those designated as Exchangeable Preferred Units), Non-Participating Units (in the case of the Special Voting Limited Partnership Interest) and the Capital set forth on Schedule 4.02 and Schedule 5.01, respectively. (ii) The admission of a Transferee as a Limited Partner pursuant to any Transfer permitted by Section 7.02(a) or 7.02(b), as applicable, shall be governed by Section 7.02, and the admission of a Person as a Limited Partner in connection with the issuance of additional Units pursuant to Section 4.02(a)(ii) shall be governed by such applicable Section. (iii) Effective immediately upon the Transfer of a Limited Partner’s entire Limited Partnership Interest as provided in Section 7.02(a) or 7.02(b), as applicable, such Partner shall cease to have any interest in the profits, losses, assets, properties or capital of the Partnership with respect to such Limited Partnership Interest and shall cease to be a Limited Partner; provided, however, that with respect to Newmark, the occurrence of the foregoing shall not relieve Newmark of its obligations under Article IX.

Limited Partners. (i) The initial Limited Partners are Holdings and BGC Global Limited, and the initial Special Voting Limited Partner is BGC Global Holdings, GP Limited. On the date of this Agreement, immediately following the Separation, the Limited Partners hold shall have the Limited Partnership Interests (including, for the avoidance of doubt, the Exchangeable Preferred Limited Partnership Interest and the Special Voting Limited Partnership Interest), which shall have the Units (including those designated as Exchangeable Preferred Units), Non-Participating Units (in the case of the Special Voting Limited Partnership Interest) and the Capital set forth on Schedule 4.02 and Schedule 5.01, respectively. (ii) The admission of a Transferee as a Limited Partner pursuant to any Transfer permitted by Section 7.02(a) or 7.02(b), as applicable, shall be governed by Section 7.02, and the admission of a Person as a Limited Partner in connection with the issuance of additional Units pursuant to Section 4.02(a)(ii) shall be governed by such applicable Section. (iii) Effective immediately upon the Transfer of a Limited Partner’s entire Limited Partnership Interest as provided in Section 7.02(a) or 7.02(b), as applicable, such Partner shall cease to have any interest in the profits, losses, assets, properties or capital of the Partnership with respect to such Limited Partnership Interest Interest, and shall cease to be a Limited Partner; provided, however, that with respect to Newmark, the occurrence of the foregoing shall not relieve Newmark of its obligations under Article IX.

Limited Partners. (i) On the date of this Agreement, immediately following the Opco Partnership Division (and, with respect to Newmark Holdings, the Holdings Partnership Contribution), the Limited Partners shall hold the Limited Partnership Interests (including, for the avoidance of doubt, the Exchangeable Preferred Limited Partnership Interest and the Special Voting Limited Partnership Interest), which shall have the Units (including those designated as Exchangeable Preferred Units), Non-Participating Units (in the case of the Special Voting Limited Partnership Interest) and the Capital set forth on Schedule 4.02 and Schedule 5.01, respectively. (ii) The admission of a Transferee as a Limited Partner pursuant to any Transfer permitted by Section 7.02(a) or 7.02(b), as applicable, shall be governed by Section 7.02, and the admission of a Person as a Limited Partner in connection with the issuance of additional Units pursuant to Section 4.02(a)(ii) shall be governed by such applicable Section. (iii) Effective immediately upon the Transfer of a Limited Partner’s entire Limited Partnership Interest as provided in Section 7.02(a) or 7.02(b), as applicable, such Partner shall cease to have any interest in the profits, losses, assets, properties or capital of the Partnership with respect to such Limited Partnership Interest Interest, and shall cease to be a Limited Partner; provided, however, that with respect to Newmark, the occurrence of the foregoing shall not relieve Newmark of its obligations under Article IX.

Limited Partners. (i) On the date of this Agreement, the Limited Partners shall hold the Limited Partnership Interests (including, for the avoidance of doubt, the Exchangeable Preferred Limited Partnership Interest and the Special Voting Limited Partnership Interest), which shall have the Units (including those designated as Exchangeable Preferred Units), Non-Participating Units (in the case of the Special Voting Limited Partnership Interest) and the Capital set forth on Schedule 4.02 and Schedule 5.01, respectively. (ii) The admission of a Transferee as a Limited Partner pursuant to any Transfer permitted by Section 7.02(a) or 7.02(b), as applicable, shall be governed by Section 7.02, and the admission of a Person as a Limited Partner in connection with the issuance of additional Units pursuant to Section 4.02(a)(ii) shall be governed by such applicable Section. (iii) Effective immediately upon the Transfer of a Limited Partner’s entire Limited Partnership Interest as provided in Section 7.02(a) or 7.02(b), as applicable, such Partner shall cease to have any interest in the profits, losses, assets, properties or capital of the Partnership with respect to such Limited Partnership Interest Interest, and shall cease to be a Limited Partner; provided, however, that with respect to Newmark, the occurrence of the foregoing shall not relieve Newmark of its obligations under Article IX.

Limited Partners. (i) On the date of this Agreement, immediately following the Opco Partnership Division (and, with respect to Newmark Holdings, the Holdings Partnership Contribution), the Limited Partners hold shall have the Limited Partnership Interests (including, for the avoidance of doubt, the Exchangeable Preferred Limited Partnership Interest and the Special Voting Limited Partnership Interest), which shall have the Units (including those designated as Exchangeable Preferred Units), Non-Participating Units (in the case of the Special Voting Limited Partnership Interest) and the Capital set forth on Schedule 4.02 and Schedule 5.01, respectively. (ii) The admission of a Transferee as a Limited Partner pursuant to any Transfer permitted by Section 7.02(a) or 7.02(b), as applicable, shall be governed by Section 7.02, and the admission of a Person as a Limited Partner in connection with the issuance of additional Units pursuant to Section 4.02(a)(ii) shall be governed by such applicable Section. (iii) Effective immediately upon the Transfer of a Limited Partner’s entire Limited Partnership Interest as provided in Section 7.02(a) or 7.02(b), as applicable, such Partner shall cease to have any interest in the profits, losses, assets, properties or capital of the Partnership with respect to such Limited Partnership Interest Interest, and shall cease to be a Limited Partner; provided, however, that with respect to Newmark, the occurrence of the foregoing shall not relieve Newmark of its obligations under Article IX.

Limited Partners. (i) On the date of this Agreement, the Limited Partners hold the Limited Partnership Interests (including, for the avoidance of doubt, the Exchangeable Preferred Limited Partnership Interest and the Special Voting Limited Partnership Interest), which have the Units (including those designated as Exchangeable Preferred Units), Non-Participating Units (in the case of the Special Voting Limited Partnership Interest) and the Capital set forth on Schedule 4.02 and Schedule 5.01, respectively.. Table of Contents (ii) The admission of a Transferee as a Limited Partner pursuant to any Transfer permitted by Section 7.02(a) or 7.02(b), as applicable, shall be governed by Section 7.02, and the admission of a Person as a Limited Partner in connection with the issuance of additional Units pursuant to Section 4.02(a)(ii) shall be governed by such applicable Section. (iii) Effective immediately upon the Transfer of a Limited Partner’s entire Limited Partnership Interest as provided in Section 7.02(a) or 7.02(b), as applicable, such Partner shall cease to have any interest in the profits, losses, assets, properties or capital of the Partnership with respect to such Limited Partnership Interest and shall cease to be a Limited Partner; provided, however, that with respect to Newmark, the occurrence of the foregoing shall not relieve Newmark of its obligations under Article IX.

Limited Partners. (i) The initial Limited Partners are Holdings and BGC Holdings Global, and the initial Special Voting Limited Partner is BGC Global Holdings, GP Limited. On the date of this Agreement, immediately following the Separation, the Limited Partners hold shall have the Limited Partnership Interests (including, for the avoidance of doubt, the Exchangeable Preferred Limited Partnership Interest and the Special Voting Limited Partnership Interest), which shall have the Units (including those designated as Exchangeable Preferred Units), Non-Participating Units (in the case of the Special Voting Limited Partnership Interest) and the Capital set forth on Schedule 4.02 and Schedule 5.01, respectively. (ii) The admission of a Transferee as a Limited Partner pursuant to any Transfer permitted by Section 7.02(a) or 7.02(b), as applicable, shall be governed Table of Contents by Section 7.02, and the admission of a Person as a Limited Partner in connection with the issuance of additional Units pursuant to Section 4.02(a)(ii) shall be governed by such applicable Section. (iii) Effective immediately upon the Transfer of a Limited Partner’s entire Limited Partnership Interest as provided in Section 7.02(a) or 7.02(b), as applicable, such Partner shall cease to have any interest in the profits, losses, assets, properties or capital of the Partnership with respect to such Limited Partnership Interest Interest, and shall cease to be a Limited Partner; provided, however, that with respect to Newmark, the occurrence of the foregoing shall not relieve Newmark of its obligations under Article IX.

Limited Partners. (i) On the date of this Agreement, immediately following the Opco Partnership Division, the Limited Partners shall hold the Limited Partnership Interests (including, for the avoidance of doubt, the Exchangeable Preferred Limited Partnership Interest and the Special Voting Limited Partnership Interest), which shall have the Units (including those designated as Exchangeable Preferred Units), Non-Participating Units (in the case of the Special Voting Limited Partnership Interest) and the Capital set forth on Schedule 4.02 and Schedule 5.01, respectively. (ii) The admission of a Transferee as a Limited Partner pursuant to any Transfer permitted by Section 7.02(a) or 7.02(b), as applicable, shall be governed by Section 7.02, and the admission of a Person as a Limited Partner in connection with the issuance of additional Units pursuant to Section 4.02(a)(ii) shall be governed by such applicable Section. (iii) Effective immediately upon the Transfer of a Limited Partner’s entire Limited Partnership Interest as provided in Section 7.02(a) or 7.02(b), as applicable, such Partner shall cease to have any interest in the profits, losses, assets, properties or capital of the Partnership with respect to such Limited Partnership Interest Interest, and shall cease to be a Limited Partner; provided, however, that with respect to Newmark, the occurrence of the foregoing shall not relieve Newmark of its obligations under Article IX.

Limited Partners. (i) The initial Limited Partners are Holdings and BGC Holdings US, and the initial Special Voting Limited Partner is BGC Holdings, LLC. On the date of this Agreement, immediately following the Separation, the Limited Partners hold shall have the Limited Partnership Interests (including, for the avoidance of doubt, the Exchangeable Preferred Limited Partnership Interest and the Special Voting Limited Partnership Interest), which shall have the Units (including those designated as Exchangeable Preferred Units), Non-Participating Units (in the case of the Special Voting Limited Partnership Interest) and the Capital set forth on Schedule 4.02 and Schedule 5.01, respectively. (ii) The admission of a Transferee as a Limited Partner pursuant to any Transfer permitted by Section 7.02(a) or 7.02(b), as applicable, shall be governed by Section 7.02, and the admission of a Person as a Limited Partner in connection with Table of Contents the issuance of additional Units pursuant to Section 4.02(a)(ii) shall be governed by such applicable Section. (iii) Effective immediately upon the Transfer of a Limited Partner’s entire Limited Partnership Interest as provided in Section 7.02(a) or 7.02(b), as applicable, such Partner shall cease to have any interest in the profits, losses, assets, properties or capital of the Partnership with respect to such Limited Partnership Interest Interest, and shall cease to be a Limited Partner; provided, however, that with respect to Newmark, the occurrence of the foregoing shall not relieve Newmark of its obligations under Article IX.