Transfer of Limited Partnership Interest. No assignee of the whole or any portion of a Limited Partnership Interest in the Partnership shall have the right to become a substituted Limited Partner in place of his assignor, unless the following conditions are first met.
Transfer of Limited Partnership Interest. A Limited Partner may not sell, assign, transfer, pledge, mortgage or otherwise dispose of all or any of its interest in the Partnership (including any transfer or assignment of all or any part of its interest to a person who becomes an assignee of a beneficial interest in the Partnership even though not becoming a substitute Limited Partner) unless the General Partner has consented to such transfer or assignment in writing. For purposes of this Section 6.2, a change in any trustee or fiduciary of a Limited Partner will not be deemed to be an assignment or transfer of a limited partnership interest pursuant to this Agreement, provided any such replacement trustee or fiduciary is also a fiduciary as defined under applicable state law and provided that income and loss allocable to the Limited Partner of the Partnership will continue to be included in the same filings under the same employee identification number with the Internal Revenue Service. Accordingly, such a change in a trustee or fiduciary may be made without the prior written consent of the General Partner, provided that the Limited Partner agrees to provide prompt written notice of such change to the General Partner. The voting rights of any Limited Partner's interest shall automatically terminate upon any transfer of such interest to a trust, heir, beneficiary, guardian or conservator or upon any other transfer if the transferor no longer retains control over such voting rights and the General Partner has not consented pursuant to Section 6.2(b) to such transferee becoming a substitute Limited Partner. No consent of any other Limited Partner will be required as a condition precedent to any such transfer or substitution. As a condition to any transfer of a Limited Partnership interest (including a transfer not requiring the consent of the General Partner), the transferor and the transferee shall provide such legal opinions and documentation as the General Partner shall reasonably request; provided that if the transfer is to be made from a Limited Partner to a co-trustee or trustee as contemplated above, an officer's certificate in form reasonably satisfactory to the General Partner shall be delivered by the Limited Partner to the General Partner in lieu of such legal opinions and other documentation.
Transfer of Limited Partnership Interest. (1) The General Partner may, in its sole and absolute discretion, pursuant to this Article XIV, admit as substituted Limited Partners permitted assignees of Limited Partners. In that regard:
Transfer of Limited Partnership Interest. I.1.1 With effect as of the Amendment 10 Date, FINV and FIP have entered into a share premium contribution agreement (the “Contribution Agreement”). Pursuant to the Contribution Agreement FINV is obliged to transfer its interest as limited partner of the C.V. to FIP, which transfer FINV and FIP wish to record and effectuate by this Amendment Agreement No. 10.
Transfer of Limited Partnership Interest. The sale, assignment, transfer, or pledge of a Limited Partnership Interest by a Limited Partner is prohibited unless the Partnership causes such Limited Partnership Interest to be registered under the Securities Act of 1933, as amended, or counsel satisfactory to the General Partner has rendered to the Partnership an opinion, in form and substance satisfactory to the General Partner, that an exemption from registration is available and that such transfer will not otherwise violate federal or state securities law. Subject to this restriction, a Limited Partner may, by written notice to the Partnership, sell, assign, transfer, pledge, or otherwise encumber its Limited Partnership Interest (including the right to receive distributions of cash flow and capital) to any person other than a person under the age of 18 years or a person theretofore declared insane, incompetent, or bankrupt; provided, however, that once a Limited Partnership Interest has been sold, assigned, transferred, pledged, or otherwise encumbered, neither the Limited Partner nor his assignee, transferee, pledgee, or otherwise (hereafter, the "Assignee") may exercise any voting rights with respect to such Limited Partnership Interest unless the Assignee becomes a Substitute Limited Partner in accordance with this Article Eleven.
Transfer of Limited Partnership Interest
