Common use of Substitute Limited Partner Clause in Contracts

Substitute Limited Partner. No assignee, purchaser or transferee of the whole or any portion of any Limited Partner's Interest shall have the right to become a substitute Limited Partner, unless: (a) The transferring Limited Partner has designated such intention in a written instrument of assignment, sale or transfer, a copy of which has been delivered to the General Partner; (b) The transferring Limited Partner has obtained the written consent of the General Partner, which consent shall not be unreasonably withheld; (c) The person acquiring the Limited Partner's Interest has adopted and agreed in writing to be bound by all of the provisions hereof, as the same may have been amended; (d) All documents reasonably required by the General Partner and the Act to effect the substitution of the person acquiring the Limited Partner's Interest as a Limited Partner shall have been executed and filed at no cost to the Partnership; and (e) Any necessary prior consents have been obtained from any regulatory authorities. Provided, however, that subsections (a) and (b) above shall not apply in the case of an assignment or sale to an Affiliate of the assignor or seller.

Substitute Limited Partner. No assignee, purchaser or transferee of the whole or any portion of any Limited Partner's ’s Interest shall have the right to become a substitute Limited Partner, unless: (a) The transferring Limited Partner has designated such intention in a written instrument of assignment, sale or transfer, a copy of which has been delivered to the General Partner; (b) The transferring Partners have elected not to purchase such Limited Partner has obtained the written consent of the General Partner, which consent shall not be unreasonably withheld’s interest pursuant to 11.1; (c) The person acquiring the Limited Partner's ’s Interest has adopted and agreed in writing to be bound by all of the provisions hereof, as the same may have been amended; (d) All documents reasonably required by the General Partner and the New York Limited Partnership Act to effect the substitution of the person acquiring the Limited Partner's ’s Interest as a Limited Partner shall have been executed and filed at no cost to the Partnership; and (e) Any necessary prior consents have been obtained from any regulatory authorities. Provided, however, that subsections (a) and (b) above shall not apply in the case of an assignment or sale to an Affiliate of the assignor or seller.