Common use of Restrictions on Transfer of Limited Partnership Interests Clause in Contracts

Restrictions on Transfer of Limited Partnership Interests. (a) Other than Transfers to LTC made pursuant to the Exchange Rights Agreement, to which Transfers the General Partner hereby consents, no Limited Partner shall have the right, directly or indirectly, to Transfer all or any part of such Limited Partner's Partnership Interest or Units to any Person without the prior written consent of the General Partner. Notwithstanding the immediately preceding sentence, if and to the extent that any such Transfer otherwise complies with all of the remaining provisions of this Section 8.3 (including, without limitation, obtaining all additional consents required hereunder, if any), any of the Original Limited Partners may Transfer all or any part of such Original Limited Partner's Partnership Interest or Units: (i) as a gift into joint tenancy with his wife (or as a reconveyance of such Units to such Original Limited Partner, as the case may be, as a result of the termination of joint tenancy), or (ii) into a revocable trust established by such Original Limited Partner and the beneficiary or beneficiaries of which are such Original Limited Partner and/or his wife, children or other Immediate Family members, provided that such Original Limited Partner is the sole trustee of, and has the sole power to revoke, such trust, or the reconveyance from such a trust to the Transferring Original Limited Partner, or (iii) to a corporation all of the issued and outstanding capital stock of which is owned beneficially and of record by such Original Limited Partner or any trust described in clause (ii) above; in addition, each Original Limited Partner may Transfer his Partnership Interest (or stock of a corporation described in (iii) above), subject to this Section 8.3, (x) in the event of his death, to the personal representative of his estate or his heir or heirs or (y) in the event of his legal incompetency, to his guardian. Notwithstanding the foregoing, no Transfer permitted hereunder shall affect the Partnership's rights hereunder and any such transferee must, as a condition to such Transfer, agree to comply with all provisions of this Agreement and the Exchange Rights Agreement applicable to the Transferred Partnership Interest or Units, including, without limitation, the provisions of this Article 8.

Restrictions on Transfer of Limited Partnership Interests. (a) Other than Transfers to LTC made pursuant to the Exchange Rights Agreement, to which Transfers the General Partner hereby consents, no Limited Partner shall have the right, directly or indirectly, to Transfer all or any part of such Limited Partner's Partnership Interest or Units to any Person without the prior written consent of the General Partner. Notwithstanding the immediately preceding sentence, if and to the extent that any such Transfer otherwise complies with all of the remaining provisions of this Section Suction 8.3 (including, without limitation, obtaining all additional consents required hereunder, if any), any either of the Original Limited Partners ZK or HA may Transfer all or any part of such Original Limited Partner's Partnership Interest or Units: (i) as a gift into joint tenancy with his wife (or as a reconveyance of such Units to such Original Limited PartnerZK or HA, as the case may be, as a result of the termination of joint Joint tenancy), or (ii) into a revocable trust established by such Original Limited Partner ZK or HA and the beneficiary or beneficiaries of which are such Original Limited Partner and/or his wife, children or other Immediate Family members, provided that such Original Limited Partner ZK or HA (as the case may be) is the sole trustee of, and has the (he sole power to revoke, such trust, or the reconveyance from such a trust to the Transferring Original Limited Partner, or (iii) to a corporation all of the issued and outstanding capital stock of which is owned beneficially and of record by such Original Limited Partner ZK or HA (as the case may be) or any trust described in clause (ii) above; in addition, each Original Limited Partner of ZK and HA may Transfer his Partnership Interest (or stock of a corporation described in (iii) above), subject to this Section 8.38,3, (x) in the event of his death, to the personal representative of his estate or his heir or heirs or (y) in the event of his legal incompetency, to his guardian. Notwithstanding the foregoing, no Transfer permitted hereunder shall affect the Partnership's rights hereunder and any such transferee must, as a condition to such Transfer, agree to comply with all provisions of this Agreement and the Exchange Rights Agreement applicable to the Transferred Partnership Interest or Units, including, without limitation, the provisions of this Article 8.

Restrictions on Transfer of Limited Partnership Interests. (a) Other than Transfers to LTC made pursuant to the Exchange Rights Agreement, Agreement to which Transfers the General Partner hereby consents, no Limited Partner shall have the right, directly or indirectly, to Transfer all or any part of such Limited Partner's Partnership Interest or Units to any Person without the prior written consent of the General Partner. Notwithstanding the immediately preceding sentence, if and to the extent that any such Transfer otherwise complies with all of the remaining provisions of this Section 8.3 (including, without limitationimitation, obtaining all additional consents required hereunder, if any), any of the Original Limited Partners either ZK or HA may Transfer all or any part of such Original Limited Partner's Partnership Interest or Units: (i) as a gift into joint tenancy with his wife (or as a reconveyance of such Units to such Original Limited PartnerZK or HA, as the case may be, as a result of the termination of joint tenancy), or (ii) into a revocable trust established by ZK or HA for the benefit of such Original Limited Partner and ZK or HA, as the beneficiary case may be, or beneficiaries of which are such Original Limited Partner and/or his wife, children or other Immediate immediate Family members, provided that such Original Limited Partner ZK or HA (as the case may be) is the sole trustee of, and has the sole power to revoke, such trust, or the reconveyance from such a trust to ZK or HA (as the Transferring Original Limited Partnercase may be), or (iii) to a corporation all of the issued and outstanding capital stock of which is owned beneficially and of record by such Original Limited Partner ZK or HA (as the case may be) or any trust described in clause (ii) above; in addition, each Original Limited Partner ZK or HA may Transfer his Partnership Interest (or stock of a corporation described in (iii) above), subject to this Section 8.3, (x) in the event of his death, to the personal representative of his estate or his heir or heirs or (y) in the event of his legal incompetency, to his guardian. Notwithstanding the foregoing, no Transfer permitted hereunder shall affect the Partnership's rights hereunder and any such transferee must, as a condition to such Transfer, agree to comply with all provisions of this Agreement and the Exchange Rights Agreement applicable to the Transferred Partnership Interest or Units, including, without limitation, the provisions of this Article 8.

Restrictions on Transfer of Limited Partnership Interests. (a) Other than Transfers to LTC made pursuant to the Exchange Rights Agreement, to which Transfers the General Partner hereby consents, no Limited Partner shall have the right, directly or indirectly, to Transfer all or any part of such Limited Partner's Partnership Interest or Units to any Person without the prior written consent of the General Partner. Notwithstanding the immediately preceding sentence, if and to the extent that any such Transfer otherwise complies with all of the remaining provisions of this Section 8.3 (including, without limitation, obtaining all additional consents required hereunder, if any), any of the Original Limited Partners may Transfer all or any part of such Original Limited Partner's Partnership Interest or Units: (i) as a gift into joint tenancy with his wife (or as a reconveyance of such Units to such Original Limited Partner, as the case may be, as a result of the termination of joint tenancy), or (ii) into a revocable trust established by such Original Limited Partner and the beneficiary or beneficiaries of which are such Original Limited Partner and/or his wife, children or other Immediate Family members, provided that such Original Limited Partner is the sole trustee of, and has the sole power to revoke, such trust, or the reconveyance from such a trust to the Transferring Original Limited Partner, or (iii) to a corporation all of the issued and outstanding capital stock of which is owned beneficially and of record by such Original Limited Partner or any trust described in clause (ii) above; in addition, each Original Limited Partner (i) may Transfer his Partnership Interest (or stock of a corporation described in (iii) above), subject to this Section 8.3, (x) in the event of his death, to the personal representative of his estate or his heir or heirs or (y) in the event of his legal incompetency, to his guardian, and/or (ii) may pledge or otherwise grant a security interest in his Partnership Interests or Units to a bank or other financial institution ("Secured Creditor") to secure loans made to such Original Limited Partner by the Secured Creditor, subject however to the Secured Creditor agreeing in writing (a) to be responsible for and indemnify the Partnership, the General Partner and the Limited Partners (other than the Limited Partner whose Partnership Interests or Units are subject to the foreclosure or other Transfer) against any expenses or costs incurred in connection with any subsequent foreclosure or other Transfer of such pledged or hypothecated Partnership Interests or Units, (b) to only foreclose upon or otherwise Transfer said Partnership Interests or Units in compliance with all applicable federal and state securities or "blue sky" laws, and (c) to comply with all provisions of this Agreement and the Exchange Rights Agreement applicable to said Partnership Interests and Units. Notwithstanding the foregoing, no Transfer permitted hereunder shall affect the Partnership's rights hereunder and any such transferee must, as a condition to such Transfer, agree to comply with all provisions of this Agreement and the Exchange Rights Agreement applicable to the Transferred Partnership Interest or Units, including, without limitation, the provisions of this Article 8.

Restrictions on Transfer of Limited Partnership Interests. (a) Other than Transfers to LTC made pursuant to the Exchange Rights Agreement, to which Transfers the General Partner hereby consents, no Limited Partner shall have the right, directly or indirectly, to Transfer all or any part of such Limited Partner's Partnership Interest or Units to any Person without the prior written consent of the General Partner. Notwithstanding the immediately preceding sentence, if and to the extent that any such Transfer otherwise complies with all of the remaining provisions of this Section 8.3 (including, without limitation, obtaining all additional consents required hereunder, if any), any of the Original Limited Partners ZK or HA may Transfer all or any part of such Original Limited Partner's Partnership Interest or Units: (i) as a gift into joint tenancy with his wife (or as a reconveyance of such Units to such Original Limited PartnerZK or HA, as the case may be, as a result of the termination of joint tenancy), or (ii) into a revocable trust established by such Original Limited Partner ZK or HA and the beneficiary or beneficiaries of which are such Original Limited Partner and/or his wife, children or other Immediate Family members, provided that such Original Limited Partner ZK or HA (as the case may be) is the sole trustee of, and has the sole power to revoke, such trust, or the reconveyance from such a trust to the Transferring Original Limited Partner, or (iii) to a corporation all of the issued and outstanding capital stock of which is owned beneficially and of record by such Original Limited Partner ZK or HA (as the case may be) or any trust described in clause (ii) above; in addition, each Original Limited Partner of ZK and HA may Transfer his Partnership Interest (or stock of a corporation described in (iii) above), subject to this Section 8.3, (x) in the event of his death, to the personal representative of his estate or his heir or heirs or (y) in the event of his legal incompetency, to his guardian. Notwithstanding the foregoing, no Transfer permitted hereunder shall affect the Partnership's rights hereunder and any such transferee must, as a condition to such Transfer, agree to comply with all provisions of this Agreement and the Exchange Rights Agreement applicable to the Transferred Partnership Interest or Units, including, without limitation, the provisions of this Article 8.

Restrictions on Transfer of Limited Partnership Interests. (a) Other than Transfers to LTC made pursuant to the Exchange Rights Agreement, to which Transfers the General Partner hereby consents, no Limited Partner shall have the right, directly or indirectly, to Transfer all or any part of such Limited Partner's Partnership Interest or Units to any Person without the prior written consent of the General Partner. Notwithstanding the immediately preceding sentence, if and to the extent that any such Transfer otherwise complies with all of the remaining provisions of this Section 8.3 (including, without limitation, obtaining all additional consents required hereunder, if any), any of the Original Limited Partners ZK, HA or JC may Transfer all or any part of such Original Limited Partner's Partnership Interest or Units: (i) as a gift into joint tenancy with his wife (or as a reconveyance of such Units to such Original Limited PartnerZK, HA or JC, as the case may be, as a result of the termination of joint tenancy), or (ii) into a revocable trust established by such Original Limited Partner ZK, HA or JC and the beneficiary or beneficiaries of which are such Original Limited Partner and/or his wife, children or other Immediate Family members, provided that such Original Limited Partner ZK, HA or JC (as the case may be) is the sole trustee of, and has the sole power to revoke, such trust, or the reconveyance from such a trust to the Transferring Original Limited Partner, or (iii) to a corporation all of the issued and outstanding capital stock of which is owned beneficially and of record by such Original Limited Partner ZK, HA or JC (as the case may be) or any trust described in clause (ii) above; in addition, each Original Limited Partner of ZK, HA and JC may Transfer his Partnership Interest (or stock of a corporation described in (iii) above), subject to this Section 8.3, (x) in the event of his death, to the personal representative of his estate or his heir or heirs or (y) in the event of his legal incompetency, to his guardian. Notwithstanding the foregoing, no Transfer permitted hereunder shall affect the Partnership's rights hereunder and any such transferee must, as a condition to such Transfer, agree to comply with all provisions of this Agreement and the Exchange Rights Agreement applicable to the Transferred Partnership Interest or Units, including, without limitation, the provisions of this Article 8.