Removal of General Partner. A. Subject to Section 12.3, the Unit Holders owning more than 50% of the outstanding Units, shall have the authority to, and shall, remove the General Partner. (i) If the Unit Holders elect to remove the General Partner as permitted under this Section, and further elect to continue the business of the Partnership with one or more successor General Partners, the removed General Partner shall not be removed until a successor General Partner has been selected by the Unit Holders and admitted to the Partnership pursuant to Section 11.2. (ii) Notwithstanding Section 3.6B, any General Partner who shall withdraw or be removed shall be released and indemnified by any successor General Partner from and against all liability for Partnership debts and obligations incurred by the Partnership prior to the time of such removal.
Appears in 7 contracts
Samples: Limited Partnership Agreement (Geodyne Energy Income LTD Partnership Iii-G), Limited Partnership Agreement (Geodyne Energy Income LTD Partnership Iii-G), Limited Partnership Agreement (Geodyne Energy Income LTD Partnership Iii-G)
Removal of General Partner. A. Subject to Section 12.3, the Unit Holders owning more than 50% of the outstanding Units, Units shall have the authority to, and shall, to remove the General Partner.
(i) If the Unit Holders elect to remove the General Partner as permitted under this Section, and further elect to continue the business of the Partnership with one or more successor General Partners, the removed General Partner shall not be removed until a successor General Partner has been selected by the Unit Holders and admitted to the Partnership pursuant to Section 11.2112.
(ii) Notwithstanding Section 3.6B, any General Partner who shall withdraw or so be removed shall be released and indemnified by any successor General Partner from and against all liability for Partnership debts and obligations incurred by the Partnership prior to the time of such removal.
Appears in 2 contracts
Samples: Limited Partnership Agreement (Geodyne Institutional Pension Energy Inc LTD Partnership P-7), Limited Partnership Agreement (Geodyne Institutional Pension Energy Inc LTD Partnership P-7)