Repurchase of Units. (a) Except as otherwise provided in this Agreement, no Member or other person holding Units shall have the right to withdraw or tender to the Fund for repurchase of those Units. The Board from time to time, in its sole discretion and on such terms and conditions as it may determine, may cause the Fund to repurchase Units pursuant to written tenders. However, the Fund shall not offer to repurchase Units on more than four occasions during any one Fiscal 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 Fund or the Members. In determining whether to cause the Fund to repurchase Units pursuant to written tenders, the Board shall consider the following factors, among others:
(1) whether any Members 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 economic condition of the securities markets; and
(7) the anticipated tax consequences of any proposed repurchases of Units. The Board shall cause the Fund to repurchase Units pursuant to written tenders only on terms determined by the Board to be fair to the Fund and to all Members (including persons holding Units acquired from Members), as applicable.
(b) A Member who tenders for repurchase only a portion of the Member's Units will be required to maintain a capital account balance at least equal to $50,000. If a Member tenders an amount that would cause the Member's capital account balance to fall below the required minimum, the Fund reserves the right to reduce the amount to be purchased from the Member so that the required minimum balance is maintained or to repurchase all of the tendering Member's Units. A Member who tenders for repurchase Units initially purchased within a period determined by the Board before such tender may, as determined by the Board, be required to pay an early repurchase charge of a percentage of the repurchase price for such Units, which charge will be withheld from the payment of the repurchase price.
(c) The Board may cause the Fund to repurchase Units of a Member or any person acquiring Units from or through a Member in the event that the Board determines or has reason to believe that:
(1) such Units have been transferred in violation of Section 4.3 hereof, ...
Repurchase of Units. (a) Except as otherwise provided in this Agreement, no Partner or other Person holding Units will have the right to withdraw or tender for repurchase any of its Units. 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 Units in accordance with written tenders. The Partnership will not offer, however, to repurchase Units 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 Units, pursuant to written tenders, the Directors will consider the following factors, among others:
(1) whether any Partners have requested to tender Units;
(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 Units;
(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 Units;
(9) and the recommendations of the General Partner. The Directors will cause the Partnership to repurchase Units in accordance with written tenders only on terms fair to the Partnership and to all Partners and Persons holding Units acquired from Partners.
(b) Upon the commencement of an offer to repurchase Units, the Partnership will send an advance notification of the offer (the “Notice”) to the Partners via their financial intermediaries. The Notice will specify, among other things:
(1) the number of Units that the Partnership is offering to repurchase;
(2) the date on which a Partner’s repurchase request is due;
(3) the Valuation Date (as defined in Section 4.5(d) below) applicable to the repurchase offer;
(4) the date the proceeds from their Unit sales shall be due to the Partners; and
(5) the NAV per Unit as of the date of the Notice.
(c) Each repurchase offer will be lim...
Repurchase of Units. (a) Except as otherwise provided in this Agreement, no Member or other person holding a Unit or Units shall have the right to withdraw or tender to the Company for repurchase that person's Units or any portion thereof. The Board of Directors from time to time, in its complete and exclusive discretion and on such terms and conditions as it may determine, may cause the Company to repurchase Units or portions thereof pursuant to written tenders. However, the Company shall not offer to repurchase Units on more than two occasions during any one Fiscal Year unless it has been advised by counsel to the Company to the effect that such more frequent offers would not cause any adverse tax consequences to the Company or the Members. In determining whether to cause the Company to repurchase Units or portions thereof pursuant to written tenders, the Board of Directors shall consider the recommendation of the Investment Manager, and shall also consider the following factors, among others:
(1) whether any Members have requested to tender Units or portions thereof to the Company;
(2) the liquidity of the Company's assets;
(3) the investment plans and working capital requirements of the Company;
(4) the relative economies of scale with respect to the size of the Company;
(5) the history of the Company in repurchasing Units or portions thereof;
(6) the economic condition of the securities markets; and
(7) the anticipated tax consequences of any proposed repurchases of Units or portions thereof.
(b) The Investment Manager may tender its Units or any portion thereof as a Member under Section 4.5(a) hereof.
(c) The Board of Directors, in its sole discretion, may require the Company to repurchase, and any Member or any person acquiring a Unit or Units from or through a Member, to sell, a Unit or Units for any reason whatsoever.
(d) Repurchases of Units or portions thereof by the Company shall be payable promptly after the date of each such repurchase or, in the case of an offer by the Company to repurchase Units, promptly after the expiration date of such repurchase offer in accordance with the terms of the Company's repurchase offer and the repurchase procedures adopted by the Board of Directors, as the same may be amended from time to time. Payment of the purchase price of Units may consist of cash or a promissory note, which need not bear interest. Notwithstanding anything in the foregoing to the contrary, the Board of Directors, in its discretion, may pay all or any portion...
Repurchase of Units. The Company shall repurchase or redeem the Limited Partnership Interests held by the Advisor or any of the Advisor’s affiliates as required by the Limited Partnership Agreement.
Repurchase of Units. In the event this Agreement expires without the consent of the Advisor, or is terminated for any reason other than by the Advisor pursuant to Section 14.02 or Section 14.04, the Company shall (to the fullest extent funds are legally available for such purpose) at the election of the Advisor or any of its Affiliates and at any time (and from time to time) after the effective date of such expiration or termination, purchase all or a portion of the Units or Participation Interest (as applicable) held by the Advisor and its Affiliates. The purchase price shall be paid in cash or, at the election of the seller, Shares, and shall be payable within 120 days after the Advisor or its Affiliates (as applicable) gives the Company written notice of its desire to sell all or a portion of the Units or Participation Interest held by such Person to the Company. The General Partner agrees to keep a sufficient number of authorized but unissued Shares available for issuance pursuant to this Section 14.06 and shall issue Shares as may be required hereunder. The purchase price of each interest in the Company pursuant to this Section 14.06 shall be (i) in the event the seller elects to receive cash, the Cash Amount the seller would receive under a redemption of such interests under Section 3.2 of the Limited Partnership Agreement assuming the Company paid cash for such redemption, or (ii) in the event the seller elects to receive Shares, the REIT Shares Amount the seller would receive under a redemption of such interests under Section 3.2 of the Limited Partnership Agreement assuming the Company paid Shares for such redemption.
Repurchase of Units. After one year following the termination of the Offering of Units, the Partnership shall have the right, in the sole discretion of the General Partners, to use funds to purchase Units upon written request of a Limited Partner who has held such Units for at least one year, subject to the terms and conditions of this Section 8.11.
(a) Partnership funds applied to repurchases shall not exceed the sum of one percent (1%) of Cash Flow plus the proceeds received from the Distribution Reinvestment Plan in any given year, subject to the General Partners’ discretion to increase such amount from time to time and provided that no such purchase shall be made if such purchase would impair the capital or operation of the Partnership.
(b) A Limited Partner wishing to have his Units repurchased must mail or deliver a written request to the Partnership (executed by the trustee or authorized agent in the case of Retirement Plans) indicating his desire to have such Units repurchased. Such requests will be considered by the General Partners in the order in which they are received. A Limited Partner may request that fewer than all of such Limited Partner’s Units be repurchased, provided, however, that the minimum number of Units which a Limited Partner must request for repurchase shall be at least twenty-five percent (25%) of such Limited Partner’s Units.
(c) In the event that the General Partners decide to honor a request, they will notify the requesting Limited Partner in writing of such fact, of the purchase price for the repurchased Units and of the effective date of the repurchase transaction (which shall be not less than sixty (60) nor more than ninety (90) calendar days following the receipt by the Partnership of the written request) and will forward to such Limited Partner the documents necessary to effect such repurchase transaction.
(d) Fully executed documents to effect the repurchase transaction must be returned by the requesting Limited Partner to the Partnership at least thirty (30) days prior to the effective date of the repurchase transaction (and failing such, the repurchase transaction shall be deemed rejected by the General Partners). The requesting Limited Partner (or, if the Limited Partner is deceased, his or her estate, heir or beneficiary) will be required to certify to the Partnership that the Limited Partner either (i) acquired the Units to be repurchased directly from the Partnership or (ii) acquired such Units from the original subscriber by way of ...
Repurchase of Units. From and after the Establishment Date, a repurchase of Units of any series may be effected pursuant to Article VI of the Agreement with Net Asset Value calculated separately for each series of Units in accordance with the criteria set forth in this Article XXII.
Repurchase of Units. The Board of Managers may establish, from time to time, a program or programs by which the Company voluntarily repurchases Units from its Members, provided, however, that such repurchase does not impair the capital or operations of the Company. The Sponsor, the Advisor, the Managers or any Affiliates thereof may not receive any fees on the repurchase of Units by the Company.
Repurchase of Units. 14 ARTICLE V CAPITAL.......................................................15
Repurchase of Units. (a) Except as otherwise provided in this Agreement, no Member or other person holding Units shall have the right to require the Company to repurchase those Units. The Board of Managers, in its sole discretion and on such terms and conditions as it may determine, may cause the Company to repurchase Units pursuant to written tenders. In determining whether to cause the Company to make such repurchases, the Board of Managers shall consider, among other things, the recommendation of the Adviser. The Board of Managers shall cause the Company to repurchase Units pursuant to written tenders and on terms determined by the Board of Managers to be fair to the Company and to all Members (including persons holding Units as may be acquired from Members), as applicable.
(b) The Adviser or its Affiliate may tender its Units that it holds as a Member, if any, under Section 4.5(a) hereof.
(c) The Board of Managers may cause the Company to repurchase Units of a Member or any person acquiring the same from or through a Member in the event that the Board of Managers determines or has reason to believe that:
(1) such Units have been transferred in violation of Section 4.4 hereof, or such Units have vested in any person by operation of law as the result of the death, divorce, bankruptcy, insolvency, dissolution or adjudication of incompetency of a Member;
(2) ownership of such Units by a Member or other person will cause the Company to be in violation of, or subject the Company to additional registration or regulation under, the securities, commodities or other laws of the United States or any other relevant jurisdiction; or
(3) any of the representations and warranties made by a Member in connection with the acquisition of Units was not true when made or has ceased to be true.
