Withdrawal of General Partner. (a) The General Partner may not Withdraw (other than as a result of an Involuntary Withdrawal) without the Consent of the Special Limited Partner including but not limited to any Person who has by merger, consolidation or otherwise, acquired substantially all of the General Partner's assets or stocks and continued its business or terminated its business immediately after said merger, consolidation or otherwise. Withdrawal shall be conditioned upon the agreement of the Special Limited Partner to be admitted as a successor General Partner, or if the Special Limited Partner declines to be admitted as a successor General Partner then on the agreement of one or more Persons who satisfy the requirements of Section 13.5 of this Agreement to be admitted as successor General Partner(s). (b) Each General Partner shall indemnify and hold harmless the Partnership and all Partners from its Withdrawal in violation of Section 13.1(a) hereof. Each General Partner shall be liable for damages to the Partnership resulting from its Withdrawal in violation of Section 13.1(a).
Appears in 4 contracts
Samples: Limited Partnership Agreement (WNC Housing Tax Credit Fund Vi Lp Series 9), Limited Partnership Agreement (WNC Housing Tax Credit Fund Vi Lp Series 9), Limited Partnership Agreement (WNC Housing Tax Credit Fund Vi Lp Series 9)
Withdrawal of General Partner. (a) The General Partner may not Withdraw (other than as a result of an Involuntary Withdrawal) without the Consent of the Special Limited Partner including but not limited to any Person who has by merger, consolidation or otherwise, acquired substantially all of the General Partner's assets or stocks and continued its business or terminated terminate its business immediately after said merger, consolidation or otherwise. Withdrawal shall be conditioned upon the agreement of the Special Limited Partner to be admitted as a successor General Partner, or if the Special Limited Partner declines to be admitted as a successor General Partner then on the agreement of one or more Persons who satisfy the requirements of Section 13.5 of this Agreement to be admitted as successor General Partner(s).
(b) Each General Partner shall indemnify and hold harmless the Partnership and all Partners from its Withdrawal in violation of Section 13.1(a) hereof. Each General Partner shall be liable for damages to the Partnership resulting from its Withdrawal in violation of Section 13.1(a).
Appears in 2 contracts
Samples: Limited Partnership Agreement (WNC Housing Tax Credit Fund Vi Lp Series 9), Limited Partnership Agreement (WNC Housing Tax Credit Fund Vi Lp Series 9)
