Common use of Unregistered Limited Partnership Interests Clause in Contracts

Unregistered Limited Partnership Interests. The Limited Partner acknowledges that it is aware that its Units and interest in the Partnership have not been registered under the United States Securities Act of 1933, or under any state securities laws. The Limited Partner further acknowledges that its representations and warranties contained in this Agreement are being relied upon by the Partnership and by the General Partner as the basis for the exemption of the Limited Partners’ Units and interests in the Partnership from the registration requirements of applicable securities laws. The Limited Partner further acknowledges that the Partnership will not recognize, and has no obligation to recognize, any sale, transfer or assignment of all or any part of its Units or interest in the Partnership to any person unless and until the prior written consent of the General Partner to such sale, transfer or assignment has been obtained.

Appears in 13 contracts

Samples: Agreement (HEALTHSOUTH of Toms River, Inc.), Agreement (HEALTHSOUTH of Toms River, Inc.), Agreement (HEALTHSOUTH of Toms River, Inc.)

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Unregistered Limited Partnership Interests. The Each Limited Partner acknowledges that it he is aware that its his Units and interest in the Partnership have not been registered under the United States Securities Act of 1933, or under any state securities laws. The Each Limited Partner further acknowledges that its his representations and warranties contained in this Agreement are being relied upon by the Partnership and by the General Partner as the basis for the exemption of the Limited Partners’ Units and interests in the Partnership from the registration requirements of applicable securities laws. The Each Limited Partner further acknowledges that the Partnership will not recognize, and has no obligation to recognize, any sale, transfer or assignment of all or any part of its his Units or interest in the Partnership to any person unless and until the prior written consent provisions of the General Partner to such sale, transfer or assignment has Section 11 hereof have been obtainedfully satisfied.

Appears in 1 contract

Samples: Agreement (HEALTHSOUTH of Toms River, Inc.)

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