Common use of Transfers to Holders of Nonrecourse Liabilities Clause in Contracts

Transfers to Holders of Nonrecourse Liabilities. No transfer or pledge of any Partnership Units may be made to a lender to the Partnership or any Person who is related (within the meaning of Section 1.752-4(b) of the Regulations) to any lender to the Partnership whose loan constitutes a "nonrecourse liability" (within the meaning of Section 1.752-1(a)(2) of the Regulations) without the consent of the General Partner, in its sole and absolute discretion, provided that as a condition to any such consent the lender will be required to enter into an arrangement with the Partnership and the General Partner to exchange or redeem for the Redemption Amount any Partnership Units that such lender or related person owns or would acquire upon foreclosure of a security interest simultaneously with the time at which such lender would be deemed to be a partner in the Partnership for purposes of allocating liabilities to such lender under Section 752 of the Code.

Transfers to Holders of Nonrecourse Liabilities. No Regardless of whether the General Partner is required to provide or has provided its consent under Section 11.3(a), no transfer or pledge of any Partnership Units may be made to a lender to the Partnership or any Person who is related (within the meaning of Section 1.752-4(b) of the Regulations) to any lender to the Partnership whose loan constitutes a "nonrecourse liability" (within the meaning of Section 1.752-1(a)(2) of the Regulations) Nonrecourse Liability without the consent of the General Partner, in its sole and absolute discretion; provided, provided that as a condition to any such consent the lender will be required to enter into an arrangement with the Partnership and the General Partner to exchange or redeem for the Redemption Amount any Partnership Units that such lender or related person owns or would acquire upon foreclosure of in which a security interest is held simultaneously with the time at which such lender would be deemed to be a partner in the Partnership for purposes of allocating liabilities to such lender under Section 752 of the Code.