Common use of Transfer and Assignment of Interest Clause in Contracts

Transfer and Assignment of Interest. A Partner may not Transfer all or any of such Partner's Units without approval of the General Partner, which approval may be granted or withheld, with or without reason, in the General Partner's sole discretion; provided, however, that, without the approval of the General Partner, a Partner may, at any time, (i) Transfer any of such Partner's Units pursuant to the Exchange Agreement, (ii) Transfer any of such Partner's Units to a Permitted Transferee of such Partner, or (iii) pledge or assign any of such Partner's Units to a lending institution that is not an Affiliate of such Limited Partner, as collateral or security for a bona fide loan or other extension of credit, and any Transfer of such pledged Units in connection with the exercise of remedies under such loan or extension of credit; provided, however, that no Transfer pursuant to this clause (iii) shall be permitted if such Transfer would cause the Partnership to be treated as a publicly traded partnership that is taxable as a corporation. In the event of any Transfer, the transferring Partner shall provide the address and facsimile number for each transferee as contemplated by Section 10.9.

Transfer and Assignment of Interest. A Partner may not Transfer all or any of such Partner's ’s Units without approval of the General Partner, which approval may be granted or withheld, with or without reason, in the General Partner's ’s sole discretion; provided, however, that, without the approval of the General Partner, a Partner may, at any time, (i) Transfer any of such Partner's ’s Units pursuant to the Exchange Agreement, (ii) Transfer any of such Partner's ’s Units to a Permitted Transferee of such Partner, or (iii) pledge or assign any of such Partner's ’s Units to a lending institution that is not an Affiliate of such Limited Partner, as collateral or security for a bona fide loan or other extension of credit, and any Transfer of such pledged Units in connection with the exercise of remedies under such loan or extension of credit; provided, however, that no Transfer pursuant to this clause (iii) shall be permitted if such Transfer would cause the Partnership to be treated as a publicly traded partnership that is taxable as a corporation. In the event of any Transfer, the transferring Partner shall provide the address and facsimile number for each transferee as contemplated by Section 10.9.