Transfer of Limited Partner's Interest. (a) Notwithstanding any other provision of this Agreement but subject to Section 5.3 hereof, a Limited Partner may not and may not cause, permit or suffer to occur, any Transfer of all or a portion of its Limited Partnership Interest in the Partnership (including any direct or indirect beneficial interest therein), directly or indirectly, including without limitation, as a result of any Transfer of such Limited Partner’s securities, stock or other ownership interest (including any direct or indirect beneficial interest therein) or any Transfer by any Person directly or indirectly controlling such Limited Partner of its securities, stock or other ownership interest (including any direct or indirect beneficial interest therein), to any Person (unless to an Affiliate that agrees to be bound by this Agreement and the terms hereof pursuant to documents reasonably acceptable to the General Partners) that agrees to be bound by this Agreement and the terms hereof or the following conditions are met:
Transfer of Limited Partner's Interest. Except as provided in this Section 15, the only restrictions on the assignment or hypothecation of the Interests of the Limited Partners shall be that the assignor shall first have obtained the written consent of all of the Partners; PROVIDED, HOWEVER, that such consent shall not be unreasonably withheld, conditioned or delayed. Any Limited Partner, however, shall be entitled, without receiving the consent of the other Partners but subject to the provisions of Sections 15.3 and 15.6, to transfer or hypothecate its Interest, without relieving itself of liability hereunder, (i) as security for any financing, (ii) to any of its Affiliates or (iii) in the case of the Sithe Partners, to Exelon Corporation, a Pennsylvania corporation, or any Affiliates of Exelon Corporation; PROVIDED, HOWEVER, that any such transfer does not have the consequence described in clause (i) of the immediately following sentence. Without limiting the rights of the Partners whose consent is required for a proposed transfer by another Partner of its Interest, it shall not be unreasonable for a Partner to withhold its consent if (i) such transfer would result in a termination of the Partnership for federal income tax purposes pursuant to Code Section 708 or (ii) such transfer is proposed to be made to a Person (or an Affiliate thereof) that is an adverse litigant of the Partnership, of any Partner or of any Affiliate of any Partner in any material litigation.
Transfer of Limited Partner's Interest. Except as provided elsewhere in this Agreement, no assignee of the whole or any portion of a Limited Partner's interest in the Partnership who is not already a Partner in the Partnership shall have the right to become a substituted Limited Partner in place of the assignor unless:
Transfer of Limited Partner's Interest. (a) The Withdrawing Limited Partner does hereby sell, grant, convey, transfer, assign, set over and deliver unto the Substituted Limited Partners all of its interest in the Partnership, including, but not limited to, all rights to distributions and returns of capital (the "Interest"). To have and to hold the Interest, together with all and singular rights, privileges and appurtenances thereto, and anywise belonging or in any way appertaining to the Withdrawing Limited Partner unto the Substituted Limited Partner, its successors and assigns, forever.
Transfer of Limited Partner's Interest. In the event that the General Partner elects to exercise its discretion to effect a Transfer of the Defaulting Partner’s Interest, the following provisions shall apply:
Transfer of Limited Partner's Interest. (a) Holdings does hereby sell, grant, convey, transfer, assign, set over and deliver unto the Trust all of its interest in the Partnership (the "Interest"). To have and to hold the Interest, together with all and singular rights, privileges and appurtenances thereto, and anywise belonging or in any way appertaining to Holdings unto the Trust, its successors and assigns, forever.
Transfer of Limited Partner's Interest. (a) A Limited Partner may not assign or otherwise transfer its Interest in the Fund in whole or in part to any Person except by operation of law without the prior written consent of the General Partner, which consent may be granted or denied for any reason or for no reason in the sole discretion of the General Partner, except that such consent shall not be unreasonably withheld with respect to a transfer of an Interest in whole or in part to an Affiliate, stockholder, limited partner or membership interest holder of the transferor, and which consent may be subject to such conditions, including the making of representations or the provision of opinions of counsel and an express separate agreement (notwithstanding the provisions of Section 2.09(d)) to be bound by the provisions of this Agreement in form and substance satisfactory to the General Partner, as the General Partner, in its sole discretion, may require.
Transfer of Limited Partner's Interest. The Withdrawal of a Limited Partner, the admission of a Limited Partner or the assignment by a Limited Partner of his interests shall not dissolve or terminate the Partnership.
Transfer of Limited Partner's Interest. (a) Except as expressly permitted by this Section 13.2 and as provided in the Partnership Interests Redemption Agreement, no Limited Partner may sell, transfer, assign, pledge, mortgage, bequeath or otherwise dispose of or encumber or grant any security interest or lien in or against (each, a "Transfer") all or any portion of his or its Interest; PROVIDED, HOWEVER, that each of the Class III Limited Partner, the Class IV Limited Partner and the Class V Limited Partner and their respective assignees may transfer their respective interests to a Subsidiary of General Electric Company that consents in writing in form reasonably satisfactory to the New General Partner to be bound by the terms of this Agreement, including without limitation, the agreements contained in Article 15, as if it were the assignor.
Transfer of Limited Partner's Interest. A Limited Partner may assign the whole or any part of its economic interest in the Partnership to a legally capable Person who is, or is lawfully empowered to become, a Limited Partner in the Partnership in respect of such interest or such part thereof, only if prior thereto:
