Withdrawal of Withdrawing Limited Partner. The Withdrawing Limited Partner xxxxxx withdraws as a Partner of the Partnership. The Withdrawing Limited Partner represents and warrants that it has no interest in the Partnership and is not entitled to any fees, distributions, compensation or payments from the Partnership and that it has no interest in any property or assets of the Partnership. The Withdrawing Limited Partner shall be responsible for paying, on a timely basis, any and all transfer taxes that may be due and payable in connection with its withdrawal from the Partnership and shall indemnify, defend and hold harmless the Partnership from and against any and all claims, suits, actions, damages, costs, charges, losses, obligations, judgments and expenses of any nature whatsoever (including, without limitation, attorneys’ fees) which may be imposed upon, incurred by or asserted against the Partnership with respect to the failure to timely pay any such transfer taxes. The Withdrawing Limited Partner is joining in the execution of this Agreement solely to evidence its respective agreement to the provisions of this Section 1.5 and Section 5.1(a).
Withdrawal of Withdrawing Limited Partner. (a) The General Partners and the Special Limited Partner, their principal offices and places of business, Capital Contributions and Percentage Interests are as follows: Related/Pueblo del Sol I Development Co., LLC $[100] 0.0059% c/o The Related Companies of California 000 Xxxxx Xxxxx Xxxxxx, Xxxxx 0000 Xxx Xxxxxxx, XX 00000 LOMOD PDS LLC 0000 Xxxxxxxx Xxxxxxxxx, 0xx Xxxxx Xxx Xxxxxxx, XX 00000 $[281,298] 0.0001% Housing Promise Corporation $[100] 0.0040% 0000 Xxxxxxxx Xxxxxxxxx, 0xx Floor Los Angeles, CA 90057 If the Partnership has not paid all or any part of the Development Fee at the maturity date thereof as set forth in Section 8.12 and the Development Agreement, the Administrative General Partner shall on such maturity date make a Capital Contribution to the Partnership in an amount equal to such remaining balance, and the Partnership shall thereupon make a payment in an equal amount to pay off the balance of the Development Fee. The Capital Contributions of the General Partners and the Special Limited Partner shall be made as of the date hereof. As of the Closing Date, the Withdrawing Limited Partner xxxxxx withdraws from the Partnership as a Partner and acknowledges that it no longer has any Interest in, or rights or claims against, the Partnership as a Partner and that it has no Capital Account balance.
Withdrawal of Withdrawing Limited Partner. The Withdrawing Limited Partner hereby withdraws as a limited partner of the Partnership. Execution of this Agreement shall constitute acknowledgment by the Withdrawing Limited Partner that it has received from the Partnership the full amount set forth in its capital account.
