Common use of Prohibited Transfers Clause in Contracts

Prohibited Transfers. (a) Any purported Transfer of Units that is not a Permitted Transfer shall be null and void and of no effect whatever; provided, that, if the Partnership is required to recognize a transfer that is not a Permitted Transfer (or if the Managing General Partner, in its sole discretion, elects to recognize a transfer that is not a Permitted Transfer), the interest transferred shall be strictly limited to the transferor's rights to allocations and distributions as provided by this Agreement with respect to the transferred Units, which allocations and distributions may be applied (without limiting any other legal or equitable rights of the Partnership) to satisfy the debts, obligations, or liabilities for damages that the transferor or transferee of such Units may have to the Partnership.

Appears in 15 contracts

Samples: Limited Partnership Agreement (PDC 2002 B LTD Partnership), Limited Partnership Agreement (PDC 2002 C LTD Partnership), Limited Partnership Agreement (PDC 2003-a Lp)

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Prohibited Transfers. (a) Any purported Transfer of Units that is not a Permitted Transfer shall be null and void and of no force or effect whatever; provided, provided that, if the Partnership Company is required to recognize a transfer Transfer that is not a Permitted Transfer (or if the Managing General PartnerBoard, in its sole discretion, elects to recognize a transfer Transfer that is not a Permitted Transfer), the interest transferred Units Transferred shall be strictly limited to the transferor's ’s rights to allocations and distributions as provided by this Agreement with respect to the transferred Units, which allocations and distributions may be applied (without limiting any other legal or equitable rights of the PartnershipCompany) to satisfy the any debts, obligations, or liabilities for damages that the transferor or transferee of such Units may have to the PartnershipCompany.

Appears in 8 contracts

Samples: Operating Agreement (Comstock Mining Inc.), Member Control Agreement (Granite Falls Energy, LLC), Member Control Agreement

Prohibited Transfers. (a) Any purported Transfer of Units a Membership Interest that is not a Permitted Transfer shall shall, to the fullest extent permitted by Law, be null and void and of no force or effect whateverwhatsoever; provided, provided that, if the Partnership Company is required to recognize a transfer that is not a Permitted Transfer (or if the Managing General Partner, in its sole discretion, elects to recognize a transfer of Equity Units that is not a Permitted Transfer), the interest transferred rights with respect to the Transferred Equity Units shall be strictly limited to the transferor's ’s rights to allocations and distributions as provided by this Agreement with respect to the transferred Transferred Equity Units, which allocations and distributions may be applied (without limiting any other legal or equitable rights of the PartnershipCompany) to satisfy the any debts, obligations, or liabilities Liabilities for damages that the transferor or transferee of such Equity Units may have to the PartnershipCompany.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Energy Transfer Equity, L.P.), Limited Liability Company Agreement (Williams Companies Inc), Agreement and Plan of Merger

Prohibited Transfers. (a) Any purported Transfer of Units all or any portion of an Interest that is not a Permitted Transfer shall be null and void and of no effect whatever; provided, provided that, if the Partnership is required to recognize a transfer Transfer that is not a Permitted Transfer (or if the Managing General PartnerPartnership, in its sole discretion, elects to recognize a transfer Transfer that is not a Permitted Transfer), the interest Interest transferred shall be strictly limited to the transferor's rights to allocations and distributions as provided by this Agreement with respect to the transferred UnitsInterest, which allocations and distributions may be applied (without limiting any other legal or equitable rights of the Partnership) to satisfy the any debts, obligations, or liabilities for damages that the transferor or transferee of such Units Interest may have to the Partnership.

Appears in 2 contracts

Samples: Cardinal-UniMark Investors, L.P., Cardinal-UniMark Investors, L.P.

Prohibited Transfers. (a) Any purported Transfer of Units Interests that is not a Permitted Transfer shall be null and void and of no effect whatever; provided, provided that, if the Partnership is required to recognize a transfer Transfer that is not a Permitted Transfer (or if the Managing General Partner, in its sole discretion, elects to recognize a transfer Transfer that is not a Permitted Transfer), the interest transferred Interest Transferred shall be strictly limited to the transferor's rights to allocations and distributions as provided by under this Agreement with respect to the transferred Unitssuch Transferred Interests, which allocations and distributions may be applied (without limiting any other legal or equitable rights of the Partnership) to satisfy the any debts, obligations, obligations or liabilities for damages that the transferor or transferee of such Units Interests may have to the Partnership.

Appears in 2 contracts

Samples: Terra Industries Inc, Terra Industries Inc

Prohibited Transfers. (a) Any purported Transfer of Units that is not a Permitted Transfer shall be null and void and of no effect whatever; provided, that, if the Partnership is required to recognize a transfer that is not a Permitted Transfer (or if the Managing General Partner, in its sole discretion, elects to recognize a transfer that is not a Permitted Transfer), the interest transferred shall be strictly limited to the transferor's ’s rights to allocations and distributions as provided by this Agreement with respect to the transferred Units, which allocations and distributions may be applied (without limiting any other legal or equitable rights of the Partnership) to satisfy the debts, obligations, or liabilities for damages that the transferor or transferee of such Units may have to the Partnership.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Reef Global Energy I Lp), Limited Partnership Agreement (Reef Global Energy Ii Lp)

Prohibited Transfers. (a) Any purported Transfer of Units that is not a Permitted Transfer shall be null and void and of no effect whatever; provided, provided that, if the Partnership is required by proper authority to recognize a transfer Transfer that is not a Permitted Transfer (or if the Managing General PartnerPartnership, in its sole discretion, elects to recognize a transfer Transfer that is not a Permitted Transfer), the interest transferred Transferred shall be strictly limited to the transferor's ’s rights to allocations and distributions as provided by this Agreement with respect to the transferred Units, which allocations and distributions may be applied (without limiting any other legal or equitable rights of the Partnership) to satisfy the any debts, obligations, or liabilities for damages that the transferor or transferee of such Units may have to the Partnership.

Appears in 1 contract

Samples: Agreement (Universe Energy Partners, LP)

Prohibited Transfers. (a) 14.3.1. Any purported Transfer of Units Partnership Interest that is not a Permitted Transfer shall be null and void and of no effect whatever; provided, provided that, if the Partnership is required to recognize a transfer Transfer that is not a Permitted Transfer (or if the Managing General PartnerPartnership, in its sole discretion, elects to recognize a transfer Transfer that is not a Permitted Transfer), the interest transferred Transferred shall be strictly limited to the transferor's ’s rights to allocations and distributions as provided by this Agreement with respect to the transferred UnitsPartnership Interest, which allocations and distributions may be applied (without limiting any other legal or equitable rights of the Partnership) to satisfy the any debts, obligations, or liabilities for damages that the transferor or transferee of such Units Partnership Interest may have to the Partnership.

Appears in 1 contract

Samples: Limited Partnership Agreement (2420 Lakemont Avenue MM, LLC)

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Prohibited Transfers. (a) 9.3.1 Any purported Transfer of Units Partnership Interest that is not a Permitted Transfer shall be null and void and of no effect whatever; provided, provided that, if the Partnership is required to recognize a transfer Transfer that is not a Permitted Transfer (or if the Managing General PartnerPartnership, in its sole discretion, elects to recognize a transfer Transfer that is not a Permitted Transfer), the interest transferred Transferred shall be strictly limited to the transferor's rights to allocations and distributions as provided by this Agreement with respect to the transferred UnitsPartnership Interest, which allocations and distributions may be applied (without limiting any other legal or equitable rights of the Partnership) to satisfy the any debts, obligations, or liabilities for damages that the transferor or transferee of such Units Partnership Interest may have to the Partnership.

Appears in 1 contract

Samples: Limited Partnership Agreement (PSS Holding Inc)

Prohibited Transfers. (a) 9.3.1 Any purported Transfer of Units Partnership Interest that is not a Permitted Transfer shall be null and void and of no effect whatever; provided, provided that, if the Partnership is required to recognize a transfer Transfer that is not a Permitted Transfer (or if the Managing General PartnerPartnership, in its sole discretion, elects to recognize a transfer Transfer that is not a Permitted Transfer), the interest transferred Transferred shall be strictly limited to the transferor's ’s rights to allocations and distributions as provided by this Agreement with respect to the transferred UnitsPartnership Interest, which allocations and distributions may be applied (without limiting any other legal or equitable rights of the Partnership) to satisfy the any debts, obligations, or liabilities for damages that the transferor or transferee of such Units Partnership Interest may have to the Partnership.

Appears in 1 contract

Samples: Limited Partnership Agreement (Physician Sales & Service, Inc.)

Prohibited Transfers. (a) Any purported Transfer of Units any Partnership interest held by the Managing General Partner that is not a Permitted Transfer permitted by Section 10.2 shall be null and void and of no effect whatever; provided, provided that, if the Partnership is required to recognize a transfer Transfer that is not a Permitted Transfer so permitted (or if the Managing General PartnerPartnership, in its sole discretion, elects to recognize a transfer Transfer that is not a Permitted Transferso permitted), the interest transferred shall be strictly limited to the transferor's ’s rights to allocations and distributions as provided by this Agreement with respect to the transferred Unitsinterest, which allocations and distributions may be applied (without limiting any other legal or equitable rights of the Partnership) to satisfy the any debts, obligations, or liabilities for damages that the transferor or transferee of such Units interest may have to the Partnership.

Appears in 1 contract

Samples: Agreement (Universe Energy Partners, LP)

Prohibited Transfers. (a) Any purported Transfer of Units that is not a Permitted Transfer shall be null and void and of no force or effect whatever; provided, provided that, if the Partnership Company is required to recognize a transfer Transfer that is not a Permitted Transfer (or if the Managing General Partnernon-transferring Member, in its sole discretion, elects to recognize a transfer Transfer that is not a Permitted Transfer), the interest transferred Units Transferred shall be strictly limited to the transferor's ’s rights to allocations and distributions as provided by this Agreement with respect to the transferred Units, which allocations and distributions may be applied (without limiting any other legal or equitable rights of the PartnershipCompany) to satisfy the any debts, obligations, or liabilities for damages that the transferor or transferee of such Units may have to the PartnershipCompany.

Appears in 1 contract

Samples: Operating Agreement (US BioEnergy CORP)

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