Common use of Sale of All Assets of the Partnership Clause in Contracts

Sale of All Assets of the Partnership. Except as provided in Article XIII hereof, the General Partner may not, directly or indirectly, cause the Partnership to sell, exchange, transfer or otherwise dispose of all or substantially all of the Partnership’s assets in a single transaction or a series of related transactions (including by way of merger (including a triangular merger), consolidation or other combination with any other Persons) (i) if such merger, sale or other transaction is in connection with a Termination Transaction permitted under Section 11.02.B hereof, without the Consent of the Partners holding a majority of Percentage Interests (including the effect of any Partnership Units held by the General Partner) or (ii) otherwise, without the Consent of the Limited Partners.

Appears in 8 contracts

Samples: Limited Partnership Agreement (Gramercy Property Trust), Agreement of Limited Partnership (Gramercy Property Trust Inc.), Limited Partnership Agreement (Gramercy Property Trust Inc.)

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Sale of All Assets of the Partnership. Except as provided in Article XIII hereofhereof and subject to Section 7.11.C and Section 7.11.D below, the General Partner may not, directly or indirectly, cause the Partnership to sell, exchange, transfer or otherwise dispose of all or substantially all of the Partnership’s 's assets in a single transaction or a series of related transactions (including by way of merger (including a triangular merger), consolidation or other combination with any other Persons) (i) if such merger, sale or other transaction is in connection with a Termination Transaction permitted under Section 11.02.B 11.2.B hereof, without the Consent of the Partners holding a majority of Percentage Interests (including the effect of any Partnership Units held by the General Partner) or (ii) otherwise, without the Consent of the Outside Limited Partners.

Appears in 3 contracts

Samples: Limited Partnership Agreement (Sl Green Realty Corp), Agreement of Limited Partnership (Sl Green Realty Corp), Agreement of Limited Partnership (Sl Green Realty Corp)

Sale of All Assets of the Partnership. Except as provided in Article XIII hereofXIII, the General Partner may not, directly or indirectly, cause the Partnership to sell, exchange, transfer or otherwise dispose of all or substantially all of the Partnership’s 's assets in a single transaction or a series of related transactions (including by way of merger (including a triangular merger), consolidation or other combination with any other Persons) (i) if such merger, sale or other transaction is in connection with a Termination Transaction permitted under Section 11.02.B 11.2.B hereof, without the Consent of the Partners holding at least a majority of Percentage Interests the then outstanding Partnership Units (including the effect of any Partnership Units held by the General Partner) ), or (ii) otherwise, without the Consent of the Outside Limited Partners.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Eldertrust), Limited Partnership Agreement (Equity Office Properties Trust)

Sale of All Assets of the Partnership. Except as provided in Article XIII hereofXIII, the General Partner may not, directly or indirectly, cause the Partnership to sell, exchange, transfer or otherwise dispose of all or substantially all of the Partnership’s 's assets in a single transaction or a series of related transactions (including by way of merger (including a triangular merger), consolidation or other combination with any other Persons) (i) if such merger, sale or other transaction is in connection with a Termination Transaction permitted under Section 11.02.B 11.2.B hereof, without the Consent of the Partners holding at least a majority of Percentage Interests the then outstanding Partnership Units (including the effect of any Partnership Units held by the General Partner) ), or (ii) otherwise, without the Consent of the Outside Limited Partners.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Lasalle Hotel Properties), Limited Partnership Agreement (Lasalle Hotel Properties)

Sale of All Assets of the Partnership. Except as provided in Article XIII hereof, the General Partner may not, directly or indirectly, cause the Partnership to sell, exchange, transfer or otherwise dispose of all or substantially all of the Partnership’s assets in a single transaction or a series of related transactions (including transactions(including by way of merger (including a triangular merger), consolidation or other combination with any other Persons) (i) if such merger, sale or other transaction is in connection with a Termination Transaction permitted under Section 11.02.B hereof, without the Consent of the Partners holding a majority of Percentage Interests (including the effect of any Partnership Units held by the General Partner) or (ii) otherwise, without the Consent of the Limited Partners.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Gramercy Capital Corp), Limited Partnership Agreement (Gramercy Capital Corp)

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Sale of All Assets of the Partnership. Except as provided in Article XIII hereof, the General Partner may not, directly or indirectly, cause the Partnership to sell, exchange, transfer or otherwise dispose of all or substantially all of the Partnership’s 's assets in a single transaction or a series of related transactions (including transactions(including by way of merger (including a triangular merger), consolidation or other combination with any other Persons) (i) if such merger, sale or other transaction is in connection with a Termination Transaction permitted under Section 11.02.B hereof, without the Consent of the Partners holding a majority of Percentage Interests (including the effect of any Partnership Units held by the General Partner) or (ii) otherwise, without the Consent of the Limited Partners.

Appears in 1 contract

Samples: Limited Partnership Agreement (Gramercy Capital Corp)

Sale of All Assets of the Partnership. Except as provided in Article XIII hereof, the General Partner may not, directly or indirectly, cause the Partnership to sell, exchange, transfer or otherwise dispose of all or substantially all of the Partnership’s assets in a single transaction or a series of related transactions (including by way of merger (including a triangular merger), consolidation or other combination with any other Persons) (i) if such merger, sale or other transaction is in connection with a Termination Transaction permitted under Section 11.02.B 11.02(b) hereof, without the Consent of the Partners holding a majority of Percentage Interests (including the effect of any Partnership Units held by the General Partner) or (ii) otherwise, without the Consent of the Limited Partners.

Appears in 1 contract

Samples: Limited Partnership Agreement (Cb Richard Ellis Realty Trust)

Sale of All Assets of the Partnership. Except as provided in Article XIII hereofhereof and subject to Section 7.11.C and Section 7.11.D below, the General Partner may not, directly or indirectly, cause the Partnership to sell, exchange, transfer or otherwise dispose of all or substantially all of the Partnership’s 's assets in a single transaction or a series of related transactions (including by way of merger (including a triangular merger), consolidation or other combination with any other Persons) (i) if such merger, sale or other transaction is in connection with a Termination Transaction permitted under Section 11.02.B 11.2.B hereof, without the Consent of the Partners holding a majority or more of Percentage Interests the then outstanding Partnership Units (including the effect of any Partnership Units held by the General Partner) ), or (ii) otherwise, without the Consent of the Outside Limited Partners.

Appears in 1 contract

Samples: Limited Partnership Agreement (Mendik Co Inc)

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