Repurchase of Interests. (a) Except as otherwise provided in this Agreement, no Member or other person holding an Interest or portion thereof shall have the right to withdraw or tender to the Company for repurchase that Interest or portion thereof. The Board from time to time, in its sole discretion and on such terms and conditions as it may determine, may cause the Company to repurchase Interests or portions thereof pursuant to written tenders. However, the Company shall not offer to repurchase Interests on more than four occasions during any Taxable Year unless it has received an opinion of counsel to the effect that such more frequent offers would not cause any adverse tax consequences to the Company or Members. In determining whether to cause the Company to repurchase Interests pursuant to written tenders, the Board shall consider the recommendation of the Manager, and shall also consider the following factors, among others:
(i) whether any Members have requested to tender Interests or portions thereof to the Company;
(ii) the liquidity of the Company’s assets (including fees and costs associated with withdrawing from Investment Funds);
(iii) the investment plans and working capital and reserve requirements of the Company;
(iv) the relative economies of scale with respect to the size of the Company;
(v) the history of the Company in repurchasing Interests; and
(vi) the anticipated tax consequences of any proposed repurchases of Interests. The Board shall cause the Company to repurchase Interests or portions thereof pursuant to written tenders only on terms fair to the Company and to all Members (including persons holding Interests acquired from Members), as applicable.
(b) A Member tendering for repurchase only a portion of the Member’s Interest will be required to maintain a Capital Account balance of at least $50,000 after giving effect to the repurchase. If a Member tenders an amount that would cause the Member’s Capital Account balance to fall below the required minimum, the Manager reserves the right to reduce the amount to be repurchased from the Member so that the required minimum balance is maintained or to repurchase the Member’s entire Interest in the Company.
(c) Repurchases pursuant to Company tender offers shall be effective after receipt and acceptance by the Company of all eligible written tenders of Interests from Members and, unless otherwise determined by the Board from time to time, including as a result of changes in applicable law or the interpretation the...
Repurchase of Interests. (a) Except as otherwise provided in this Agreement, no Partner or other Person holding an Interest or portion of an Interest will have the right to withdraw or tender an Interest or portion of an Interest to the Partnership for repurchase. The Directors may, from time to time, in their complete and exclusive discretion and on terms and conditions as they may determine, cause the Partnership to repurchase Interests or portions of Interests in accordance with written tenders. The Partnership will not offer, however, to repurchase Interests or portions of Interests on more than four occasions during any one Fiscal Year, unless the Partnership has been advised by its legal counsel that more frequent offers would not cause any adverse tax consequences to the Partnership or the Partners. In determining whether to cause the Partnership to repurchase Interests or portions of Interests, pursuant to written tenders, the Directors will consider the following factors, among others:
(1) whether any Partners have requested to tender Interests or portions of Interests;
(2) the liquidity of the Partnership's assets (including fees and costs associated with withdrawing from Advisor Funds);
(3) the investment plans and working capital and reserve requirements of the Partnership;
(4) the relative economies of scale with respect to the size of the Partnership;
(5) the history of the Partnership in repurchasing Interests or portions of Interests;
(6) the availability of information as to the value of the Partnership's interests in the Advisor Funds and Advisor Accounts;
(7) existing conditions of the securities markets and the economy generally, as well as political, national or international developments or current affairs;
(8) the anticipated tax consequences to the Partnership of any proposed repurchases of Interests or portions of Interests; and
(9) the recommendations of the General Partner. The Directors will cause the Partnership to repurchase Interests or portions of Interests in accordance with written tenders only on terms fair to the Partnership and to all Partners and Persons holding Interests or portions of Interests acquired from Partners.
Repurchase of Interests. (a) No Member or other Person holding an Interest acquired from a Member will have the right to require the Fund to redeem or otherwise repurchase the Interest.
(b) The Fund may from time to time repurchase Interests from Members in accordance with written tenders by Members at those times, in those amounts, and on terms and conditions as the Board of Directors may determine in its sole discretion. The Fund will not offer to repurchase Interests on more than four occasions during any one Fiscal Year, unless the Fund has been advised by legal counsel to the Fund to the effect that more frequent offers would not cause any adverse tax consequences to the Fund or the Members. The Investment Manager expects that it will recommend to the Board of Directors that the Fund offer to repurchase Interests from Members approximately six months after the Initial Closing Date (or, if such date is not the last day of a calendar quarter, the last day of that calendar quarter), and, after that date, quarterly, effective as of the last day of March, June, September and December. In determining whether to accept such a recommendation, the Board of Directors will consider the following factors, among others:
(1) whether any Members have requested to tender Interests to the Fund;
(2) the liquidity of the Fund’s assets (including fees and costs associated with withdrawing from Investment Funds and/or disposing of assets managed by Subadvisers);
(3) the investment plans and working capital and reserve requirements of the Fund;
(4) the relative economies of scale of the tenders with respect to the size of the Fund;
(5) the history of the Fund in repurchasing Interests;
(6) the availability of information as to the value of the Fund’s interests in Investment Funds;
(7) the existing conditions of the securities markets and the economy generally, as well as political, national or international developments or current affairs;
(8) any anticipated tax consequences to the Fund of any proposed repurchases of Interests; and
(9) the recommendations of the Investment Manager.
(c) The Fund will repurchase Interests from Members at net asset value in accordance with written tenders on terms and conditions that the Board of Directors determines to be fair to the Fund and to all Members or Persons holding Interests acquired from Members. The net asset value of a Member’s Interest will be calculated in accordance with the Fund’s procedures as of the relevant Repurchase Date, after giving effect ...
Repurchase of Interests. (a) Except as otherwise provided in this Agreement, no Partner or other person holding Units shall have the right to withdraw or tender Units to the Fund for repurchase. The Directors may from time to time, in their complete and exclusive discretion and on such terms and conditions as the Directors may determine, cause the Fund to repurchase Units pursuant to written tenders. In determining whether to cause the Fund to repurchase Units pursuant to written tenders, the Directors shall consider the following factors, among others:
(1) whether any Partners have requested to tender Units to the Fund;
(2) the liquidity of the Fund's assets;
(3) the investment plans and working capital requirements of the Fund;
(4) the relative economies of scale with respect to the size of the Fund;
(5) the history of the Fund in repurchasing Units;
(6) the condition of the securities markets; and
(7) the anticipated tax consequences of any proposed repurchases of Units. The Directors shall cause the Fund to repurchase Units pursuant to written tenders only on terms fair to the Fund and to all Partners and persons holding Interests acquired from Partners, as applicable.
(b) Except as set forth in Sections 4.5(c) and (d) hereof, a General Partner may tender its Units under Section 4.5(a) hereof only if and to the extent that (1) such repurchase would not cause the value of the Capital Account of the General Partner to be less than the value thereof required to be maintained pursuant to Section 5.1(c) hereof, or (2) in the opinion of legal counsel to the Fund, such repurchase would not jeopardize the classification of the Fund as a partnership for U.S. Federal income tax purposes.
(c) More than 180 days after termination of the authority to provide Advice and Management, the General Partner may, by written notice to the Directors, tender to the Fund all or any portion of its Capital Account, established and maintained by it as a general partner of the Fund, which it is not required to maintain pursuant to Section 5.1(c) hereof until it ceases to be a general partner of the Fund pursuant to Section 4.1(a) hereof. Within 30 days after the receipt of such notice, the Directors shall cause the tendered portion of such Capital Account to be repurchased by the Fund for cash.
(d) If a General Partner ceases to be a general partner of the Fund pursuant to Section 4.1 hereof and the business of the Fund is continued pursuant to Section 6.1(a)(2) hereof, the former General Partner (or its ...
Repurchase of Interests. (a) Except as otherwise provided in this Agreement, no Investor or other person holding an Interest or portion thereof shall have the right to withdraw, require redemption of such Interest or tender to the Fund for repurchase that Interest or portion thereof; PROVIDED, HOWEVER, that a Special Member may receive distributions as provided in Section 5.10. Any repurchases of Interests or portions thereof will be made pursuant to written tenders and at times and on terms and conditions as the Board of Directors may determine in its sole discretion.
(b) The Board of Directors may cause the Fund to repurchase an Interest or portion thereof of an Investor or any person acquiring an Interest or portion thereof from or through an Investor without consent or other action by the Investor or other person, or cause an Investor to sell all or a portion of its Interest to another Investor, at the most recently calculated net asset valuation of such Investor's Available Capital Account Balance, for any reason deemed advisable by the Board of Directors, including but not limited to situations in which:
(i) such an Interest or portion thereof has been transferred in violation of Section 6.1 hereof, or such an Interest or portion thereof has vested in any person other than by operation of law as the result of the death, divorce, disability, dissolution, bankruptcy or incompetence of an Investor;
(ii) ownership of the Interest or portion of the Interest by an Investor or other person is likely to cause the Fund to be in violation of, or require registration of all or any portion of any Interest under, or subject the Fund to additional registration or regulation under, the securities, commodities or other laws of the United States or any other relevant jurisdiction, or may subject the Fund or any Investor to an undue risk of adverse tax (such as the Fund no longer being taxed as a partnership rather than an association taxable as a corporation) or other fiscal or regulatory consequences;
(iii) continued ownership of the Interest or portion of it by the Investor or other person may be harmful or injurious to the business of the Fund, the Board of Directors, the Adviser or any Subadviser;
(iv) any of the representations and warranties made by an Investor in connection with the acquisition of an Interest or portion of an Interest was not true when made or has ceased to be true; or
(v) the value of an Investor's Interest is less than an amount that the Board of Directors determine...
Repurchase of Interests. 13 ARTICLE V Capital
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Repurchase of Interests. 22 ARTICLE V CAPITAL CONTRIBUTIONS; CAPITAL ACCOUNTS; ALLOCATIONS................................................... 27
Repurchase of Interests. 20 ARTICLE V CAPITAL............................................................................................... 22
Repurchase of Interests. In the event any Loan or Loans originated by Seller in which Buyer purchases an Interest is not sold by Seller to an Investor (whether in accordance with the terms of the take-out Commitment or otherwise) within sixty (60) calendar days of the date of funding by Buyer of the Purchase Price paid by Buyer for such Interest and Seller is not otherwise required to repurchase such Loan or Loans hereunder, then, in such event, Seller may, within five (5) business days thereafter, repurchase Buyer's Interest in such Loan or Loans for the then outstanding portion of Buyer's Purchase Price for such Loan or Loans not repaid through application of principal payments by the loan debtor or debtors delivered to Buyer, accrued, unpaid Yield and other amounts owing to Buyer on such Loans, together with Buyer's costs, including, without limitation, legal fees, incurred by the Buyer for any action taken.
