Transfer of Partnership Units. A. Subject to the provisions of this Section 18.5, transfers of Partnership Interests by the Investors shall be governed by the provisions of Article 11 hereof, provided, however, that the restrictions on transfer prescribed in Section 11.3 shall apply with respect to transfer by Investors through October 30, 2000. If any Partnership Units of an Investor shall be pledged in accordance with the terms of Section 11.3.A(iv) hereof and the pledgee exercises its remedies under such pledge by acceleration, notice of intent to foreclose or other exercise, the Partnership may either:
Transfer of Partnership Units. (a) Partnership Units may be transferred only in the manner described in Section 13.2. The transfer of any Partnership Units and the admission of any new Partner shall not constitute an amendment to this Agreement.
Transfer of Partnership Units. 31 Section 7.1 General Restrictions on Transfer. 31 Section 7.2 Conditions to Transfer. 32 Section 7.3 Tag-Along Rights. 34 Section 7.4 Drag-Along Rights. 37 Section 7.5 Put Rights of Network Sub. 39 Section 7.6 Fair Market Value. 41 ARTICLE VIII DISTRIBUTIONS 41 Section 8.1 Distributions. 41 Section 8.2 Limitations on Distributions. 41
Transfer of Partnership Units. 9.1. General Partner Transfer 58 9.2. Transfers by Limited Partners 60 9.3. Restrictions on Transfer 61
Transfer of Partnership Units. (a) Notwithstanding the prohibition on transfers contained in Section 11.3(A) of the Partnership Agreement, but in all respects subject to Sections 11.3(D), 11.3(E), 11.3(F), 11.4, 11.6(E), and 11.6(F) of the Partnership Agreement and applicable securities laws, the Holders shall hereby be permitted to transfer the Contribution Units (i) to the spouse, widow or widower, children, adopted children, step children or issue (regardless of degree) of any Holder, (ii) to a trust for any Holder or the spouse, widow or widower, children, adopted children, step children, or issue (regardless of degree) of any Holder and to the beneficiaries of those trusts, (iii) to a revocable inter vivos trust of which any Holder is a trustee, or (iv) to a partnership, limited liability company or corporation of which the only partners, members or shareholders, as applicable, are parties described in clauses (i)-(iii); provided, however, that as a condition to any such transfer, each transferee shall agree to assume any and all of the applicable Holder’s indemnity and other obligations with respect to the Contribution Units so transferred under the Contribution Agreement that survive the Closing (as such term is defined in the Contribution Agreement); provided further, that no transfer shall be permitted to the extent such transfer would cause the Contribution Units to be held by more than twenty-five (25) Persons treated as partners of the Partnership for purposes of the 100-partner private placement safe harbor set forth in Treasury Regulations Section 1.7704-1(h); and provided further, that such transferee makes all of the representations, warranties and covenants set forth in Section 3.3 of the Partnership Agreement.
Transfer of Partnership Units. Immediately after the Closing, CT and Ellerbe will sell, assign, transfer and deliver to PMN and PMN will accept and purchase from CT and Ellerbe twenty Partnership Units from CT and ten Partnership Units from Ellerbe. The sale, transfer, assignment, and conveyance of the Units shall be made by the delivery by CT and Ellerbe at the PMN Closing of certificates representing the Partnership Units duly endorsed for transfer or accompanied by duly executed documents of assignment, transfer, and conveyance as PMN may request.
Transfer of Partnership Units. (a) The provisions of Section 11.3.A of the Partnership Agreement are amended hereby, but only with respect to the Investors, to replace the words "Prior to the second anniversary of the closing of the initial public offering of REIT Shares" in the first sentence thereof with the words "Prior to the third anniversary of the First Amendment." If any Partnership Units of an Investor shall be pledged in accordance with the terms of Section 11.3.A(iv) of the Partnership Agreement and the pledgee exercises its remedies under such pledge by acceleration, notice of intent to foreclose or other exercise, the Partnership may either:
Transfer of Partnership Units. A transferee of a Partnership Unit shall succeed to a pro rata portion of the Capital Account of the transferor.
Transfer of Partnership Units. Except pursuant to Section 2.7, a Partner shall not transfer, sell or assign its Partnership Units except with the written consent of the Managing General Partner. Any successor Partner pursuant to this Section 8.1 is hereby authorized to and shall continue the business of the Partnership. Any assignee to which the Partner's Partnership Units are assigned in compliance with this Section 8.1 shall be substituted or added as a Partner by the filing of appropriate amendments to this Agreement.
Transfer of Partnership Units. A. Subject to the provisions of this Article Seven, a Partnership Unit of a Limited Partner or any part thereof may be sold, assigned or transferred without the consent of the General Partner, except as provided in subsection B hereof.
