Common use of TERMINATION OF A GENERAL PARTNER Clause in Contracts

TERMINATION OF A GENERAL PARTNER. 8.01 Ceasing to be a General Partner. A person ceases to be a General Partner of this Partnership upon the happening of any of the following events ("Terminating Events"): (a) The General Partner withdraws from this Partnership. (b) The General Partner is removed as a General Partner. (c) Unless otherwise provided in the partnership agreement, an order for relief against the General Partner is entered under Chapter 7 of the federal bankruptcy law, or the General Partner (1) makes a general assignment for the benefit of creditors, (2) files a voluntary petition under the federal bankruptcy law, (3) files a petition or answer seeking for that partner any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any statute, law, or regulation, (4) files an answer or other pleading admitting or failing to contest the material allegations of a petition filed against that partner in any proceeding of this nature, or (5) seeks, consents to, or acquiesces in the appointment of a trustee, receiver, or liquidator of the General Partner or of all or any substantial part of that partner's properties. (d) Sixty days after the commencement of any proceeding against the General Partner seeking reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any statute, law, or regulation, if the proceeding has not been dismissed, or if within 60 days after the appointment without that partner's consent or acquiescence of a trustee, receiver, or liquidator of the General Partner or of all or any substantial part of that partner's properties, the appointment is not vacated or stayed, or within 60 days after the expiration of any such stay, the appointment is not vacated. (e) In the case of a General Partner who is an individual, either of the following: (1) The death of that partner. (2) The entry by a court of competent jurisdiction of an order adjudicating the partner incompetent to manage the General Partner's person or estate. (f) In the case of a General Partner who is acting as a General Partner by virtue of being a trustee of a trust, the termination of the trust (but not merely the substitution of a new trustee, in which case the new trustee automatically becomes the new General Partner). (g) In the case of a General Partner that is a separate partnership, the dissolution of the separate partnership. (h) In the case of a General Partner that is a corporation, the filing of a certificate of dissolution, or its equivalent, for the corporation. (i) In the case of a General Partner that is an estate, the distribution by the fiduciary of the estate's entire interest in the limited partnership. Notwithstanding the provisions of subsections (a) and (h) above, without the concurrence of a majority of the outstanding limited partnership interests, a General Partner may not withdraw or retire as a General Partner or dissolve itself or the Partnership.

TERMINATION OF A GENERAL PARTNER. 8.01 Ceasing to be a General Partner. A person ceases to be a General Partner of this Partnership upon the happening of any of the following events ("Terminating Events"):events: (a) The General Partner withdraws from this Partnership. (b) The General Partner is removed as a General Partner. (c) Unless otherwise provided in the partnership agreement, an order for relief against the General Partner is entered under Chapter 7 of the federal bankruptcy law, or the General Partner (1) makes a general assignment for the benefit of creditors, (2) files a voluntary petition under the federal bankruptcy law, (3) files a petition or answer seeking for that partner any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any statute, law, or regulation, (4) files an answer or other pleading admitting or failing to contest the material allegations of a petition filed against that partner in any proceeding of this nature, or (5) seeks, consents to, or acquiesces in the appointment of a trustee, receiver, or liquidator of the General Partner or of all or any substantial part of that partner's properties. (d) Sixty 60 days after the commencement of any proceeding against the General Partner seeking reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any statute, law, or regulation, if the proceeding has not been dismissed, or if within 60 days after the appointment without that partner's consent or acquiescence of a trustee, receiver, or liquidator of the General Partner or of all or any substantial part of that partner's properties, the appointment is not vacated or stayed, or within 60 days after the expiration of any such stay, the appointment is not vacated. (e) In the case of a General Partner who is an individual, either of the following: (1) The death of that partner. (2) The entry by a court of competent jurisdiction of an order adjudicating the partner incompetent to manage the General Partner's person or estate. (f) In the case of a General Partner who is acting as a General Partner by virtue of being a trustee of a trust, the termination of the trust (but not merely the substitution of a new trustee, in which case the new trustee automatically becomes the new General Partner). (g) In the case of a General Partner that is a separate partnership, the dissolution of the separate partnership. (h) In the case of a General Partner that is a corporation, the filing of a certificate of dissolution, or its equivalent, for the corporation. (i) In the case of a General Partner that is an estate, the distribution by the fiduciary of the estate's entire interest in the limited partnership. Notwithstanding the provisions of subsections (a) and (h) above, without the concurrence of a majority of the outstanding limited partnership interests, a General Partner may not withdraw or retire as a General Partner or dissolve itself or the Partnership.

TERMINATION OF A GENERAL PARTNER. 8.01 Ceasing to be a General Partner. A person ceases to be a General Partner of this Partnership upon the happening of any of the following events ("Terminating Events"): (a) The General Partner withdraws from this Partnership. (b) The General Partner is removed as a General Partner. (c) Unless otherwise provided in the partnership agreement, an order for relief against the General Partner is entered under Chapter 7 of the federal bankruptcy law, or the General Partner (1) makes a general assignment for the benefit of creditors, (2) files a voluntary petition under the federal bankruptcy law, (3) files a petition or answer seeking for that partner any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any statute, law, or regulation, (4) files an answer or other pleading admitting or failing to contest the material allegations of a petition filed against that partner in any proceeding of this nature, or (5) seeks, consents to, or acquiesces in the appointment of a trustee, receiver, or liquidator of the General Partner or of all or any substantial part of that partner's properties. (d) Sixty days after the commencement of any proceeding against the General Partner seeking reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any statute, law, or regulation, if the proceeding has not been dismissed, or if within 60 days after the appointment without that partner's consent or acquiescence of a trustee, receiver, or liquidator of the General Partner or of all or any substantial part of that partner's properties, the appointment is not vacated or stayed, or within 60 days after the expiration of any such stay, the appointment is not vacated. (e) In the case of a General Partner who is an individual, either of the following: (1) The death of that partner.; or (2) The entry by a court of competent jurisdiction of an order adjudicating the partner incompetent to manage the General Partner's person or estate. (f) In the case of a General Partner who is acting as a General Partner by virtue of being a trustee of a trust, the termination of the trust (but not merely the substitution of a new trustee, in which case the new trustee automatically becomes the new General Partner). (g) In the case of a General Partner that is a separate partnership, the dissolution of the separate partnership. (h) In the case of a General Partner that is a corporation, the filing of a certificate of dissolution, or its equivalent, for the corporation. (i) In the case of a General Partner that is an estate, the distribution by the fiduciary of the estate's entire interest in the limited partnership. Notwithstanding the provisions of subsections (a) and (h) above, without the concurrence of a majority of the outstanding limited partnership interests, a General Partner may not withdraw or retire as a General Partner or dissolve itself or the Partnership.

TERMINATION OF A GENERAL PARTNER. 8.01 Ceasing to be a A General Partner. A person ceases Partner shall cease to be a General Partner of this the Partnership upon the happening of any of the following events ("Terminating Events"): events: (a) The General Partner withdraws from this Partnership. (b) The Such General Partner is removed as a General Partner. (c) Unless otherwise Partner as provided in Paragraph 10.2 or, in violation of Paragraph 10.1, such General Partner withdraws from the partnership agreement, an Partnership; (b) An order for relief against the such General Partner is entered under Chapter 7 of the federal Federal bankruptcy law, or the such General Partner Partner: (1i) makes a general assignment for the benefit of creditors, (2ii) files a voluntary petition under the federal Federal bankruptcy law, (3iii) files a petition or answer seeking for that partner General Partner any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any statute, law, or regulation, (4iv) files an answer or other pleading admitting or failing to contest the material allegations of a petition filed against that partner General Partner in any proceeding of this nature, nature or (5v) seeks, consents to, or acquiesces in the appointment of a trustee, receiver, receiver or liquidator of the such General Partner or of all or any substantial part of that partnersuch General Partner's properties. ; (dc) Sixty (60) days after the commencement of any proceeding against the such General Partner seeking reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any statute, law, law or regulation, if the proceeding has not been dismissed, or if within 60 sixty (60) days after the appointment without that partnersuch General Partner's consent or acquiescence of a trustee, receiver, or liquidator of the such General Partner or of all or any substantial part of that partnersuch General Partner's properties, the appointment is not vacated or o; stayed, or within 60 days after the expiration of any such stay, the appointment is not vacated. ; (ed) In the case of a an Individual General Partner who is an individual, either of the following: : (1i) The the death of that partner. such Individual General Partner, or (2ii) The entry the entering by a court of competent jurisdiction of an order adjudicating the partner such Individual General Partner incompetent to manage the General Partner's his or her person or estate. ; (fe) In the case of a General Partner who is acting as a General Partner by virtue of being a trustee of a trust, the termination of the trust (but not merely the substitution of a new trustee, in which case the new trustee automatically becomes the new Corporate General Partner). (g) In the case of a General Partner that is a separate partnership, the dissolution of the separate partnership. (h) In the case of a General Partner that is a corporation, the filing of a certificate of dissolution, or its equivalent, for the corporation. (i) In the case of a such Corporate General Partner that is an estate, the distribution by the fiduciary in violation of the estate's entire interest Paragraph 10.1; or (f) Any other event specified in the limited partnership. Notwithstanding the provisions of subsections (a) and (h) above, without the concurrence of a majority of the outstanding limited partnership interests, a General Partner may not withdraw or retire as a General Partner or dissolve itself or the PartnershipAct.