Common use of Power to Amend Clause in Contracts

Power to Amend. Subject to Section 14.2 and the rights of Exchangeable Units set forth in Schedule A, this Agreement may be amended only in writing and only with the consent of the Partners given by Ordinary Resolution of the holders of the Common Units (together with the approval of the General Partner following approval by the Conflicts Committee) provided that: (a) no amendment will be made to this Agreement which would have the effect of changing the Partnership from a limited partnership to a general partnership without the unanimous written consent of the Partners; and (b) no amendment will be made to this Agreement without the consent of the General Partner which would have the effect of adversely affecting the rights and obligations of the General Partner (other than an amendment to give effect to the removal of the General Partner in accordance with Section 7.12 or an amendment to effect a dissolution of the Partnership pursuant to Section 13.1(c)); and (c) no amendment to this Agreement may give any Person the right to dissolve the Partnership, other than the General Partner’s right to dissolve the Partnership pursuant to Section 13.1(c).

Power to Amend. Subject to Section 14.2 and the rights of Exchangeable Units set forth in Schedule A12.2, this Agreement may be amended only in writing and only with the consent of the Partners given by Ordinary Extraordinary Resolution of the holders of the Common Units (together with the approval of the General Partner following approval by the Conflicts Committee) provided that: (a) this Section 12.1 may not be amended without the unanimous written consent of the Partners; (b) no amendment will shall be made to this Agreement which would have the effect of removing the General Partner involuntarily other than an amendment to give effect to the removal of the General Partner in accordance with Section 7.11, reducing any Partner's share of the net income or net loss of the Partnership, reducing the interest of the Limited Partners in the Partnership, changing in any manner the allocation of income or loss for tax purposes, changing the liability of any Limited Partner, allowing any Limited Partner to exercise control over or management of the business of the Partnership, changing the right of a Partner to vote at any meeting, or changing the Partnership from a limited partnership to a general partnership without the unanimous written consent of the Partners; and (bc) no amendment will be made to this Agreement without the consent of the General Partner which would have the effect of adversely affecting the rights and obligations of the General Partner (other than an amendment to give effect to the removal of the General Partner in accordance with Section 7.12 or an amendment to effect a dissolution 7.11 may be made without the written consent of the Partnership pursuant to Section 13.1(c)); and (c) no amendment to this Agreement may give any Person the right to dissolve the Partnership, other than the General Partner’s right to dissolve the Partnership pursuant to Section 13.1(c).

Power to Amend. Subject to Section 14.2 and the rights of Exchangeable Units set forth in Schedule A12.2, this Agreement may be amended only in writing and only with the consent of the Partners given by Ordinary Extraordinary Resolution of the holders of the Common Units (together with the approval of the General Partner following approval by the Conflicts Committee) provided that: (a) this Section 12.1 may not be amended without the unanimous written consent of the Partners; (b) no amendment will shall be made to this Agreement which would have the effect of removing the General Partner involuntarily other than an amendment to give effect to the removal of the General Partner in accordance with Section 7.11, reducing any Partner's share of the net income or net loss of the Partnership, reducing the interest of the Limited Partners in the Partnership, changing in any manner the allocation of income or loss for tax purposes, changing the liability of any Limited Partner, allowing any Limited Partner to exercise control over or management of the business of the Partnership, changing the right of a Partner to vote at any meeting, or changing the Partnership from a limited partnership to a general partnership without the unanimous written consent of the Partners; and (bc) no amendment will be made to this Agreement without the consent of the General Partner which would have the effect of adversely affecting the rights and obligations of the General Partner (other than an amendment to give togive effect to the removal theremoval of the General Partner in accordance with Section 7.12 or an amendment to effect a dissolution 7.11 may be made without the written consent of the Partnership pursuant to Section 13.1(c)); and (c) no amendment to this Agreement may give any Person the right to dissolve the Partnership, other than the General Partner’s right to dissolve the Partnership pursuant to Section 13.1(c).