Termination of the Partnership. The Partnership shall terminate when all assets of the Partnership, after payment or due provision for all debts, liabilities and obligations of the Partnership, shall have been distributed to the Partners in the manner provided for in this Article VIII, and the Certificate shall have been canceled in the manner required by the Act.
Termination of the Partnership. The General Partner may dissolve the Partnership at any time on not less than 60 days’ notice of the dissolution date given to the other Partners. Upon the dissolution of the Partnership, the Partners’ respective interests in the Partnership shall be valued and settled in accordance with the procedures set forth in Sections, 6.5, which provide for allocations to the GP-Related Capital Accounts of the Partners and distributions in accordance with the capital account balances of the Partners.
Termination of the Partnership. Clear and ■ ■ ■ ■ ■ ■ ■ ■ . ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ .
Termination of the Partnership. Upon the voluntary termination of the Partnership upon the consent of the Partners, the sale or other transfer of all or substantially all of the Partnership's assets or any other termination of the Partnership in accordance with the provisions of this Agreement, the Partnership shall wind up its affairs and shall then be liquidated as provided in Article 13.
Termination of the Partnership. The General Partner may wind up and subsequently dissolve the Partnership at any time on note less than 60 days’ notice of the dissolution date given to the other Partners. Upon the winding up of the Partnership, and following the payment of creditors of the Partnership and the making of provisions for the payment of any contingent, conditional or unmatured claims known to the Partnership, the Partners’ respective interests in the Partnership shall be valued and settled in accordance with the procedures set forth in Section 6.5, which provides for allocations to the GP-Related Capital Accounts of the Partners and distributions in accordance with the capital account balances of the Partners. The General Partner shall be the liquidator (the “Liquidator”). In the event that the General Partner is unable to serve as Liquidator, a liquidating trustee shall be chosen by affirmative vote of a Majority in Interest of the Partners (excluding Nonvoting Limited Partners).
Termination of the Partnership. Upon termination, as provided in Code ss.708(b)(1)(A), the business shall wound-up and concluded, and the assets shall be distributed to the Parties as described below by the end of such calendar year (or, if later, within ninety (90) days after the d of such termination). The assets shall be valued and distributed to the Parties in order provided in Secs. 7.1.2, 7.5, and 7.7.
Termination of the Partnership. Except for Transfers of ------------------------------ Partnership Interests specifically permitted under Sections 9.6 and 9.7 or pursuant to an IPO Incorporation pursuant to the provisions of Article XII, no Transfers of Partnership Interests shall be made if the effect of the Transfer will be to terminate the Partnership pursuant to Section 708(b) of the Code or any similar 44 successor provision of the Code, or otherwise materially adversely affect the Partnership or any other Partner under the Code.
Termination of the Partnership. Upon termination of the Partnership as determined by the Partners, a full and general accounting shall be taken of the Partnership business and the affairs of the Partnership shall be completed. Any profits or losses incurred since the previous accounting shall be divided among the Partners and shall be added to the distribution made to the Partners. The Partners shall wind up and liquidate the Partnership by selling the Partnership assets, and, after the payment of the Partnership liabilities, expenses and fees incurred in connection with such liquidation, distributing the proceeds thereof in cash to the Partners in accordance with their ending capital account balances in the Partnership.
Termination of the Partnership. The General Partner may terminate the offering of Units in any jurisdiction, or may determine to terminate the Partnership itself, at any time. Upon termination of the Partnership, or the offering prior to the closing of any sales of Units, this Agreement may be terminated by the Partnership upon seven (7) days prior written notice to the Advisor and, if this Agreement is so terminated, neither the Partnership nor any of its officers, directors, agents or employees shall thereafter have any further obligation to the Advisor under this Agreement except to the extent that there may be advisory fees due to the Advisor prior to any such termination, duties of confidentiality and except for the requirements of the indemnification provisions set forth in Section 9 of this Agreement, and neither Advisor, nor any of Advisor’s directors, agents or employees, shall thereafter have any further obligation to the Partnership, the General Partner or its officers under this Agreement.
Termination of the Partnership. Subject to the provisions of this Article 13, the Partnership shall terminate on the earlier to occur of:
13.1.1. the date on which all Assets have been disposed of or otherwise realized by the Partnership and the proceeds of such disposals or realizations have been distributed to the Partners;
13.1.2. the service of notice by the General Partner, with the approval of a majority of the members of the Independent Committee that in the opinion of the General Partner the coming into force of any Law or binding authority renders illegal or impracticable the continuation of the Partnership; or
13.1.3. the election of the General Partner, with the approval of a majority of the members of the Independent Committee, if the Partnership, as determined by the General Partner, based upon an Opinion of Counsel, is required to register as an “investment company” under the U.S. Investment Company Act of 1940, as amended, or similar legislation in other jurisdictions.
