Common use of Sale of Partnership Assets Clause in Contracts

Sale of Partnership Assets. In the event of the liquidation of the Partnership in accordance with the terms of this Agreement, the Liquidation Agent may sell Partnership property; provided, however, that all sales, leases, encumbrances or transfers of Partnership assets shall be made by the Liquidation Agent solely on an “arm’s length” basis, at the best price and on the best terms and conditions as the Liquidation Agent in good faith believes are reasonably available at the time and under the circumstances and on a non-recourse basis to the Limited Partners. The liquidation of the Partnership shall not be deemed finally terminated until the Partnership shall have received cash payments in full with respect to obligations such as notes, purchase money mortgages, installment sale contracts or other similar receivables received by the Partnership in connection with the sale of Partnership assets and all obligations of the Partnership have been satisfied or assumed by the General Partner. The Liquidation Agent shall continue to act to enforce all of the rights of the Partnership pursuant to any such obligations until paid in full or otherwise discharged or settled.

Appears in 3 contracts

Samples: Limited Partnership Agreement (Washington Prime Group Inc.), Limited Partnership Agreement (SPG SpinCo Subsidiary Inc.), Limited Partnership Agreement (Simon Property Group Inc /De/)

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Sale of Partnership Assets. In the event of the liquidation of the Partnership in accordance with the terms of this Agreement, the Liquidation Agent Liquidating Trustee may sell Partnership property; provided, however, that all sales, leases, encumbrances or transfers of Partnership assets shall be made by the Liquidation Agent Liquidating Trustee solely on an “arm’s "arm's-length" basis, at the best price and on the best terms and conditions as the Liquidation Agent Liquidating Trustee in good faith believes are reasonably available at the time and under the circumstances and on a non-recourse basis to the Limited Partners. The liquidation of the Partnership shall not be deemed finally terminated until the Partnership shall have received cash payments in full with respect to obligations such as notes, purchase money mortgages, installment sale contracts or other similar receivables received by the Partnership in connection with the sale of Partnership assets and all obligations of the Partnership have been satisfied or assumed by the General Partner. The Liquidation Agent Liquidating Trustee shall continue to act to enforce all of the rights of the Partnership pursuant to any such obligations until paid in full or otherwise discharged or settledfull.

Appears in 3 contracts

Samples: Limited Partnership Agreement (American Real Estate Investment Corp), Limited Partnership Agreement (American Real Estate Investment Corp), Limited Partnership Agreement (American Real Estate Investment Corp)

Sale of Partnership Assets. In the event of the liquidation of the Partnership in accordance with the terms of this Agreement, the Liquidation Agent Liquidating Trustee may sell Partnership property; providedPROVIDED, howeverHOWEVER, that all sales, leases, encumbrances or transfers of Partnership assets shall be made by the Liquidation Agent Liquidating Trustee solely on an “arm’s "arm's-length" basis, at the best price and on the best terms and conditions as the Liquidation Agent Liquidating Trustee in good faith believes are reasonably available at the time and under the circumstances and on a non-recourse basis to the Limited Partners. The liquidation of the Partnership shall not be deemed finally terminated until the Partnership shall have received cash payments in full with respect to obligations such as notes, purchase money mortgages, installment sale contracts or other similar receivables received by the Partnership in connection with the sale of Partnership assets and all obligations of the Partnership have been satisfied or assumed by the General Partner. The Liquidation Agent Liquidating Trustee shall continue to act to enforce all of the rights of the Partnership pursuant to any such obligations until paid in full or otherwise discharged or settledfull.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Keystone Property Trust), Limited Partnership Agreement (American Real Estate Investment Corp)

Sale of Partnership Assets. In the event of the liquidation of the Partnership in accordance with the terms of this Agreement, the Liquidation Liquidating Agent may sell Partnership property; provided, however, that all sales, leases, encumbrances or transfers of Partnership assets shall be made by the Liquidation Liquidating Agent solely on an “arm’s arm’s-length” basis, at the best price and on the best terms and conditions as the Liquidation Liquidating Agent in good faith believes are reasonably available at the time and under the circumstances and on a non-recourse basis to the Limited limited Partners. The liquidation of the Partnership shall not be deemed finally terminated until the Partnership shall have received cash payments in full with respect to obligations such as notes, purchase money mortgages, installment sale contracts or other similar receivables received by the Partnership in connection with the sale of Partnership assets and all obligations of the Partnership have been satisfied or assumed by the General Partner. The Liquidation Liquidating Agent shall continue to act to enforce all of the rights of the Partnership pursuant to any such obligations until paid in full or otherwise discharged or settledfull.

Appears in 2 contracts

Samples: Partnership Agreements (American Land Lease Inc), Partnership Agreement (Considine Terry)

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Sale of Partnership Assets. In the event of the liquidation of the Partnership in accordance with the terms of this Agreement, the Liquidation Liquidating Agent may sell Partnership property; providedPROVIDED, howeverHOWEVER, that all sales, leases, encumbrances or transfers of Partnership assets shall be made by the Liquidation Liquidating Agent solely on an “arm’s "arm's-length" basis, at the best price and on the best terms and conditions as the Liquidation Liquidating Agent in good faith believes are reasonably available at the time and under the circumstances and on a non-recourse nonrecourse basis to the Limited Partners. The liquidation of the Partnership shall not be deemed finally terminated until the Partnership shall have received cash payments in full with respect to obligations such as notes, purchase money mortgages, installment sale contracts or other similar receivables received by the Partnership in connection with the sale of Partnership assets and all obligations of the Partnership have been satisfied or assumed by the General Partner. The Liquidation Liquidating Agent shall continue to act to enforce all of the rights of the Partnership pursuant to any such obligations until paid in full or otherwise discharged or settledfull.

Appears in 1 contract

Samples: Agreement of Limited Partnership (Heritage Property Investment Trust Inc)

Sale of Partnership Assets. In the event of the liquidation of the Partnership in accordance with the terms of this Agreement, the Liquidation Agent may sell Partnership property; provided, however, that all sales, leases, encumbrances or transfers of Partnership assets shall be made by the Liquidation Agent solely on an "arm’s 's length" basis, at the best price and on the best terms and conditions as the Liquidation Agent in good faith believes are reasonably available at the time and under the circumstances and on a non-recourse basis to the Limited Partners. The liquidation of the Partnership shall not be deemed finally terminated until the Partnership shall have received cash payments in full with respect to obligations such as notes, purchase money mortgages, installment sale contracts or other similar receivables received by the Partnership in connection with the sale of Partnership assets and all obligations of the Partnership have been satisfied or assumed by the Managing General Partner. The Liquidation Agent shall continue to act to enforce all of the rights of the Partnership pursuant to any such obligations until paid in full or otherwise discharged or settled.

Appears in 1 contract

Samples: Limited Partnership Agreement (Corporate Realty Consultants Inc)

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