Successor Managing Partner. A. (i) If the Managing Partner is Removed or withdraws and a successor Managing Partner is to be admitted to the NPI Partnership, the departing Managing Partner shall not withdraw or be Removed until a successor Managing Partner has been admitted to the NPI Partnership pursuant to Article Ten of this Agreement. (ii) In the event the Managing Partner withdraws or is Removed by the Limited Partnership and a successor Managing Partner is to be admitted, the incoming Managing Partner and the departing Managing Partner shall, by mutual agreement, select an independent petroleum consultant to value the departing Managing Partner's Interest in the NPI Partnership. If no agreement can be reached on the selection of a qualified consultant, the departing Managing Partner and incoming Managing Partner shall each select an independent petroleum consultant, who together shall select a third consultant, and the three consultants shall together determine a value of the interests of the departing Managing Partner. The incoming Managing Partner, or the NPI Partnership, shall have the option to purchase at least 20% of the Interest of the departing Managing Partner for the value determined by the independent appraisal. The departing Managing Partner's Interest in the NPI Partnership shall be transferred to the successor Managing Partner, and the successor Managing Partner shall assign to the departing Managing Partner a portion of NPI Partnership Income, costs and Distributable Cash as and when such items are allocated or distributed, as the case may be, by the NPI Partnership equal to the percentage interest of the departing Managing Partner in the NPI Partnership prior to withdrawal or Removal, less the portion purchased by the successor Managing Partner or the NPI Partnership.
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Samples: Partnership Agreement (Geodyne Institutional Pension Energy Income P-2 LTD Ptnship), Partnership Agreement (Geodyne Institutional Pension Energy Income P-2 LTD Ptnship), Partnership Agreement (Geodyne Institutional Pension Energy Income P-2 LTD Ptnship)
Successor Managing Partner. A.
(i) If the time Managing Partner is Removed or withdraws and a successor Managing Partner is to be admitted to the NPI Partnership, the departing Managing Partner shall not withdraw or be Removed until a successor Managing Partner has been admitted to the NPI Partnership pursuant to Article Ten of this Agreement.
(ii) In the event the Managing Partner withdraws or is Removed by the Limited Partnership and a successor Managing Partner is to be admitted, the incoming Managing Partner and the departing Managing Partner shall, by mutual agreement, select an independent petroleum consultant to value the departing Managing Partner's Interest in the NPI Partnership. If no agreement can be reached on the selection of a qualified consultant, the departing Managing Partner and incoming Managing Partner shall each select an independent petroleum consultant, who together shall select a third consultant, and the three consultants shall together determine a value of the interests of the departing Managing Partner. The incoming Managing Partner, or the NPI Partnership, shall have the option to purchase at least 20% of the Interest of the departing Managing Partner for the value determined by the independent appraisal. The departing Managing Partner's Interest in the NPI Partnership shall be transferred to the successor Managing Partner, and the successor Managing Partner shall assign to the departing Managing Partner a portion of NPI Partnership Income, costs and Distributable Cash as and when such items are allocated or distributed, as the case may be, by the NPI Partnership equal to the percentage interest of the departing Managing Partner in the NPI Partnership prior to withdrawal or Removal, less the portion purchased by the successor Managing Partner or the NPI Partnership.
Appears in 1 contract
Samples: Partnership Agreement (Geodyne Institutional Pension Energy Income P-2 LTD Ptnship)
Successor Managing Partner. A.
(i) If the Managing Partner is Removed or withdraws and a successor Managing Partner is to be admitted to the NPI Partnership, the departing Managing Partner shall not withdraw or be Removed until a successor Managing Partner has been admitted to the NPI Partnership pursuant to Article Ten of this Agreement.
(ii) In the event the Managing Partner withdraws or is Removed by the Limited Partnership and a successor Managing Partner is to be admitted, the incoming Managing Partner and the departing Managing Partner shall, by mutual agreement, select an independent petroleum consultant to value the departing Managing Partner's Interest in the NPI Partnership. If no agreement can be reached on the selection of a qualified consultant, the departing Managing Partner and incoming Managing Partner shall each select an independent petroleum consultant, who together shall select a third consultant, and the three consultants shall together determine a value of the interests of the departing Managing departingManaging Partner. The incoming Managing Partner, or the NPI Partnership, shall have the option to purchase at least 20% of the Interest of the departing Managing Partner for the value determined by the independent appraisal. The departing Managing Partner's Interest in the NPI Partnership shall be transferred to the successor Managing Partner, and the successor Managing Partner shall assign to the departing Managing Partner a portion of NPI Partnership Income, costs and Distributable Cash as and when such items are allocated or distributed, as the case may be, by the NPI Partnership equal to the percentage interest of the departing Managing Partner in the NPI Partnership prior to withdrawal or Removal, less the portion purchased by the successor Managing Partner or the NPI Partnership.
Appears in 1 contract
Samples: Partnership Agreement (Geodyne Institutional Pension Energy Income P-2 LTD Ptnship)