Resignation of General Partner. 10.1.1. The General Partner may resign (“Resigning GP”) and be discharged from its duties and obligations under this Agreement at any time by giving not less than 30 (Thirty) days prior written notice to the Limited Partners and the Partnership (the “Resignation Notice”).
10.1.2. The Resigning GP will within 30 (Thirty) days of receipt of the Resignation Notice (the “Nomination Period”), nominate another party as a replacement of the Resigning GP and notify the Limited Partners in writing of such nomination (the “Nomination Notice”). With effect from the end of the Nomination Period the Resigning GP being replaced by the replacement general partner (the “Replacement GP”), the Resigning GP hereby transfers all rights, titles, and interests in the Partnership to the incoming Replacement GP, who shall assume all rights, duties, and responsibilities of the General Partner as outlined in this Agreement, by signing this Agreement.
10.1.3. To the extent necessary, the Parties will forthwith take all necessary steps to novate and/or assign this Agreement to the Replacement GP.
Resignation of General Partner. The General Partner shall not be entitled to withdraw from the Limited Partnership and may only be replaced by unanimous consent of the Limited Partners.
Resignation of General Partner. The General Partner may not resign as general partner during the period of 12 months from the Closing Date and thereafter may not resign without the approval of the Holding Fund and by giving 12 months' notice in writing to each Limited Partner. Upon the resignation of the General Partner as general partner, it shall, from the date of such resignation, cease to be entitled to the General Partner's Share and any loan outstanding pursuant to clause 7.3.2 shall be written off. The resignation of the General Partner shall cause the dissolution of the Partnership although the Partnership may be reconstituted as a new partnership pursuant to clause 11.3.
Resignation of General Partner. Upon ninety (90) days prior written notice, any General Partner may resign. In the event of the resignation of a General Partner, a successor General Partner shall be appointed as provided in Section 11.4 below.
Resignation of General Partner. GCP Europe General Partnership L.P. may not resign as General Partner during the term of the Partnership, unless first consented to by an Investors' Special Consent.
Resignation of General Partner. The General Partner may resign only with the prior written approval of the Limited Partner, which shall be conditioned upon the agreement of one or more successor General Partner who satisfy the requirements of Section 13.3 of this Agreement to be admitted as substitute General Partner(s).
Resignation of General Partner. The General Partner may resign upon a sale of all or substantially all of the assets of Willow LP, provided that such sale has been approved by Ordinary Resolution of the Limited Partners of Willow LP.
Resignation of General Partner. The General Partner may resign upon 180 days’ written notice to the Limited Partners and such resignation shall become effective upon the admission of the New General Partner to the Limited Partnership and the transfer of the Former General Partner’s Class A Units to the New General Partner. The General Partner shall not resign if the effect would be to dissolve the Limited Partnership. On the admission of a New General Partner, and payment to the Former General Partner of the amount, if any, provided for in subsection 4.2(d), the Class A Units of the Former General Partner shall be transferred to the New General Partner and the New General Partner is appointed as the Former General Partner’s agent and attorney with full right and authority to effect such transfer of the Class A Units.
Resignation of General Partner. 43 13.2 Removal of General Partner ..................... 44 13.3 Admission of Substitute General Partner ........ 46 13.4
Resignation of General Partner. 11 4.02 Deemed Resignation of General Partner ...........12 4.03 Removal of General Partner ......................12 4.04 Effect of (Deemed) Resignation or Removal of General Partner ......................12 4.05 Transfer of Management to New General Partner ...12
