Special General Partner. Mauna Loa shall be the Special General Partner until it ceases to be a General Partner. If Mauna Loa serves as Managing General Partner by virtue of Section 14.12, Mauna Loa shall again become Special General Partner when it ceases to serve as Managing General Partner pursuant to Section 14.12 unless the Limited Partners have elected a new Special General Partner or removed Mauna Loa.
Special General Partner. Xxxxx Watermark Holdings 2, LLC and any permitted transferee of the special general partnership interest under the agreement of limited partnership of the Operating Partnership. "Sponsor." W. P. Xxxxx Inc. and any other Person directly or indirectly instrumental in organizing, wholly or in part, CWI 2 or any person who will control, manage or participate in the management of CWI 2, and any Affiliate of any such person. Sponsor does not include a person whose only relationship to CWI 2 is that of an independent property manager and whose only compensation is as such. Sponsor also does not include wholly independent third parties such as attorneys, accountants and underwriters whose only compensation is for professional services. "Subadvisor." CWA 2, LLC, an Illinois limited liability company. "Subadvisory Agreement." The Subadvisory Agreement, dated as of the date hereof (as amended from time to time), between the Advisor and the Subadvisor.
Special General Partner. On the Commencement Date, the Special General Partner shall contribute to the Partnership cash in the amount of $2,500,000. Such amount shall be paid by cash, certified or cashier’s check or by wire transfer. The Special General Partner shall not be required to contribute any additional amounts to the Partnership.
Special General Partner. VJM Corporation. a California corporation. or any substitute Special General Partner admitted in accordance with the terms of this Agreement.
Special General Partner. Subject to Section 10 and this Section 20, the Special General Partner may not assign or transfer in whole or in part (or collaterally assign, encumber, xxxxx x xxxx or security interest in) its special general partner interest in the Partnership, except to (i) the transferee of all of the NFR Property, or (ii) a Permitted Lender following foreclosure of such Permitted Lender’s mortgage lien and security interests (or its receipt of a deed in lieu of foreclosure). Subject to Section 10 and Section 22, the transferee of a special general partner interest in the Partnership shall be admitted to the Partnership as a special general partner of the Partnership upon its execution of an instrument signifying its agreement to be bound by the terms and conditions of this Agreement, which instrument may be a counterpart signature page to this Agreement. If the Special General Partner transfers all of its special general partner interest in the Partnership pursuant to this Section 20(a)(ii), such admission shall be deemed effective immediately prior to the transfer and, immediately following such admission, the transferor Special General Partner shall cease to be a special general partner of the Partnership.
Special General Partner. Special General Partner is admitted to the Partnership solely as a general partner without economic rights with respect to any capital, profit, loss, deductions, credits and allowances of the Partnership or any cash or other property distributable by the Partnership. 77
Special General Partner. The Special General Partner will at all times while serving in such capacity retain a Percentage Interest which entitles it to a 0.9% participation in the income, gains, losses, deductions, and credits of the Partnership, but only for so long as it continues to be serve in such capacity.
Special General Partner. ALLOCATIONS Notwithstanding anything in this Section 2.4, if at any time the General Partner's Capital Account is reduced to zero, 100% of Net Loss from Portfolio Investments, Organizational Expenses and Partnership Expenses Not Allocable to Portfolio Investments ("Excess Losses") will be debited against the Capital Accounts of the Limited Partners pro rata according to their respective Partner Interests. With respect to each quarterly period thereafter 100% of Short-Term Investment Income and Net Profits from Portfolio Investments will be credited to the Capital Accounts of the Limited Partners in proportion to their respective Partner Interests, until the Excess Losses have been recouped (i.e., an amount has been allocated 100% to the Limited Partners equal to the amount of the Excess Losses), at which time the allocations of Short-Term Investment Income and Net Profits from Portfolio Investments set forth in 2.4.2 and 2.4.3 above, respectively, will be reinstated;
Special General Partner. W. P. Carey Hoxxxxxs, LLC and any permitted transferee of the special general partnership interest under the agreement of limited partnership of the Operating Partnership.
Special General Partner. 3.11.1 The Special General Partner is authorized, at the appropriate time, on behalf of and without further authority from the Limited Partners, to sign the annual financial statements of the Limited Partnership, as approved by the Managing General Partner and any other documents, deeds or other instruments approved by the Managing General Partner which require the signature of two general partners. Save for this authorisation, but subject to the Act, the Special General Partner shall not have any further rights, obligations, powers (including any power to bind the Limited Partnership) or entitlements under this Agreement or in respect of the Limited Partnership.
