Common use of Substituted Partners Clause in Contracts

Substituted Partners. No assignee of the whole or any portion of a Limited Partner's interest in the Partnership shall have the right to become a substituted Limited Partner in place of his or her assignor, unless (i) such assignor shall designate such intention in the instrument of assignment; (ii) the assignment instrument shall be in form and substance satisfactory to the General Partners; (iii) the assignor and assignee named therein shall execute and acknowledge such other instrument or instruments as the General Partners may deem necessary or desirable to effectuate such admission, including but not limited to a power of attorney with provisions more fully described in this Agreement; (iv) the assignee shall accept; adopt and approve in writing of all of the terms and provisions of this Agreement, as the same may have been amended; and (v) the written consent of the General Partners to the substitution (which consent shall be given unless in the written opinion of the Partnership's tax counsel such consent should be withheld to preserve the tax status of the Partnership) if the substituted Limited Partner is not the transferring Limited Partner's spouse, ancestor, lineal descendent or trust for the benefit of such person(s).

Substituted Partners. No assignee of the whole or any portion of a Limited Partner's interest in the Partnership shall have the right to become a substituted Limited Partner in place of his or her assignor, unless (i) such assignor shall designate such intention in the instrument of assignment; (ii) the assignment instrument shall be in form and substance satisfactory to the General Partners; (iii) the assignor and assignee named therein shall execute and acknowledge such other instrument or instruments as the General Partners may deem necessary or desirable to effectuate such admission, including but not limited to a power of attorney with provisions more fully described in this Agreement; (iv) the assignee shall accept; accept adopt and approve in writing of all of the terms and provisions of this Agreement, as the same may have been amended; and (v) the written consent of the General Partners to the substitution (which consent shall be given unless in the written opinion of the Partnership's tax counsel such consent should be withheld to preserve the tax status of the Partnership) if the substituted Limited Partner is not the transferring Limited Partner's spouse, ancestor, lineal descendent or trust for the benefit of such person(s).