Required/Elective Withdrawals. The Managing General Partner may require a Limited Partner to withdraw from the Partnership if (i) in the reasonable judgment of the Managing General Partner based upon an opinion of counsel to the Partnership, by virtue of that Limited Partner’s Partnership Interest, the Partnership or any Partner is reasonably likely to be subject to any requirement to register under the Investment Company Act, or (ii) in the reasonable judgment of the Managing General Partner, a significant delay, extraordinary expense or material adverse effect on the Partnership or any of its Affiliates, any Fund Entity or any prospective investment is likely to result from the retention by such Limited Partner of a Partnership Interest. Notice of any such withdrawal shall be given to all Limited Partners as well as a copy of the opinion of counsel referred to above in the case of a withdrawal pursuant to clause (i) above. Withdrawals pursuant to this Section 10.7 will be effected by the Partnership’s redeeming the Units held by such Limited Partner at the Current Unit Value, with the redemption price being payable by a promissory note having a term of not more than three years and bearing interest at the Prime Rate.
Appears in 5 contracts
Samples: Limited Partnership Agreement (Hines Real Estate Investment Trust Inc), Limited Partnership Agreement (Hines Real Estate Investment Trust Inc), Limited Partnership Agreement (Hines Real Estate Investment Trust Inc)
Required/Elective Withdrawals. The Managing General Partner may require a Limited Partner to withdraw from the Partnership if (i) in the reasonable judgment of the Managing General Partner based upon an opinion of counsel to the Partnership, by virtue of that Limited Partner’s 's Partnership Interest, the Partnership or any Partner is reasonably likely to be subject to any requirement to register under the Investment Company Act, or (ii) in the reasonable judgment of the Managing General Partner, a significant delay, extraordinary expense or material adverse effect on the Partnership or any of its Affiliates, any Fund Entity or any prospective investment is likely to result from the retention by such Limited Partner of a Partnership Interest. Notice of any such withdrawal shall be given to all Limited Partners as well as a copy of the opinion of counsel referred to above in the case of a withdrawal pursuant to clause (i) above. Withdrawals pursuant to this Section 10.7 will be effected by the Partnership’s 's redeeming the Units held by such Limited Partner at the Current Unit Value, with the redemption price being payable by a promissory note having a term of not more than three years and bearing interest at the Prime Rate.
Appears in 3 contracts
Samples: Limited Partnership Agreement (Hines Real Estate Investment Trust Inc), Limited Partnership Agreement (Hines Real Estate Investment Trust Inc), Limited Partnership Agreement (Hines Real Estate Investment Trust Inc)
Required/Elective Withdrawals. The Managing General Partner may require a Limited Partner to withdraw from the Partnership if (i) in the reasonable judgment of the Managing General Partner based upon an opinion of counsel to the Partnership, by virtue of that Limited Partner’s Partnership Interest, the Partnership or any Partner is reasonably likely to be subject to any requirement to register under the Investment Company Act, or (ii) in the reasonable judgment of the Managing General Partner, a significant delay, extraordinary expense or material adverse effect on the Partnership or any of its Affiliates, any Fund Entity or any prospective investment is likely to result from the retention by such Limited Partner of a Partnership Interest. Notice of any such withdrawal shall be given to all Limited Partners as well as a copy of the opinion of counsel referred to above in the case of a withdrawal pursuant to clause (i) above. Withdrawals pursuant to this Section 10.7 will be effected by the Partnership’s redeeming the Units held by such Limited Partner at the Current Unit Value, with the redemption price being payable by a promissory note having a term of not more than three years and bearing interest at the Prime Rate.. SECTION 10.8
Appears in 1 contract
Samples: Limited Partnership Agreement