Transfer of Partnership GP Interest. The Partnership GP may not assign, mortgage, pledge or transfer its general partner interest in the Partnership without the approval of the Limited Partners provided that, without such approval, the Partnership GP may transfer all, but not less than all, of its general partner interest: (a) to an Affiliate of the Partnership; or (b) to a successor of the Partnership GP in connection with the Partnership GP’s merger or amalgamation with or into an Affiliate of the Partnership, in all cases provided that such transferee assumes the rights and duties of the Partnership GP and agrees to be bound by the provisions of this Agreement, the Voting Trust Agreement and the Nomination Agreement.
Appears in 3 contracts
Samples: Amended and Restated Limited Partnership Agreement, Limited Partnership Agreement, Limited Partnership Agreement
Transfer of Partnership GP Interest. The Partnership GP may not assign, mortgage, pledge or transfer its general partner interest in the Partnership without the approval of the Limited Partners provided that, without such approval, the Partnership GP may transfer all, but not less than all, of its general partner interest:
(a) to an Affiliate of the Partnership; or
(b) to a successor of the Partnership GP in connection with the Partnership GP’s merger or amalgamation with or into an Affiliate of the Partnership, in all cases provided that such transferee assumes the rights and duties of the Partnership GP and agrees to be bound by the provisions of this Agreement, the Voting Trust Agreement and the Nomination Agreement.
Appears in 1 contract
Samples: Limited Partnership Agreement