Common use of Withdrawal of a Limited Partner Clause in Contracts

Withdrawal of a Limited Partner. Except as otherwise provided in this Agreement, a Limited Partner may not withdraw from the Partnership prior to its dissolution and winding up. Upon the death, dissolution and winding up, bankruptcy or insolvency or the appointment of a guardian over a Limited Partner (the “Withdrawing Limited Partner”), the other Partners shall continue the business of the Partnership under the same name and for the account of such Partners and the beneficial interest corresponding to such partners’ interest in all assets that are legally owned by the General Partner for the benefit of the Partnership shall be deemed to be allotted to such other Partners; provided that at the time there is at least one remaining general partner of the Partnership. The Partnership shall not be obligated to make any payments or distributions to a Withdrawing Limited Partner. Except as expressly provided in this Agreement, no other event affecting a Limited Partner shall, in and of itself, affect its obligations under this Agreement or affect the Partnership.

Appears in 5 contracts

Samples: And Restated Agreement (Host Hotels & Resorts, Inc.), And Restated Agreement (Host Hotels & Resorts L.P.), Host Hotels & Resorts, Inc.

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