Common use of Withdrawals and Distributions in General Clause in Contracts

Withdrawals and Distributions in General. (a) No Partner shall be entitled to (i) receive distributions from the Partnership, except as provided in Sections 6.05 and 8.04, or (ii) withdraw any amount from a Capital Account, except as provided in Section 6.02 or upon the consent of, and upon such terms as may be determined by, the General Partner, in its sole discretion; provided, however, that prior to a withdrawal other than a withdrawal described in Section 6.02, the General Partner shall consult with counsel to the Partnership to ensure that such withdrawal will not cause the Partnership to be treated as a "publicly traded partnership" taxable as a corporation for U.S. federal tax purposes. (b) A Partner shall cease to be a Partner (i) as of the effective date of the full withdrawal of the balance of each Capital Account of such Partner, (ii) as of the effective date of the Transfer of all of such Partner's Interests in accordance with Section 7.01, or (iii) in the event of the dissolution of the Partnership, as of the Final Distribution Date. As of the effective date of a withdrawal, solely with respect to the withdrawal proceeds, a withdrawing Partner shall be considered a creditor of the Partnership and shall have no rights or obligations with respect to the Partnership except that such Partner shall (i) have the right to receive, as a creditor, withdrawal proceeds and (ii) continue to be bound by the Sections of this Agreement governing the payment of withdrawal proceeds, including the right of suspension of such payment pursuant to Section 6.07(c)(i).

Appears in 3 contracts

Samples: Limited Partnership Agreement, Limited Partnership Agreement, Limited Partnership Agreement

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Withdrawals and Distributions in General. (a) No Partner shall be entitled to (i) receive distributions from the Partnership, except as provided in Sections 6.05 and 8.04, or (ii) withdraw any amount from a Capital Account, except as provided in Section 6.02 or upon the consent of, and upon such terms as may be determined by, the General Partner, in its sole discretion; provided, however, that prior to a withdrawal other than a withdrawal described in Section 6.02, the General Partner shall consult with counsel to the Partnership to ensure that such withdrawal will not cause the Partnership to be treated as a "publicly traded partnership" taxable as a corporation for U.S. federal tax purposes. (b) A Partner shall cease to be a Partner (i) as of the effective date of the full withdrawal of the balance of each Capital Account of such Partner, (ii) as of the effective date of the Transfer of all of such Partner's Interests in accordance with Section 7.01, or (iii) in the event of the dissolution of the Partnership, as of the Final Distribution Date. As of the effective date of a withdrawal, solely with respect to the withdrawal proceeds, a withdrawing Partner shall be considered a creditor of the Partnership and shall have no rights or obligations with respect to the Partnership except that such Partner shall (i) have the right to receive, as a creditor, withdrawal proceeds and (ii) continue to be bound by the Sections of this Agreement governing the payment of withdrawal proceeds, including the right of suspension of such payment pursuant to Section 6.07(c)(i).

Appears in 2 contracts

Samples: Limited Partnership Agreement, Limited Partnership Agreement

Withdrawals and Distributions in General. (a) No Partner shall be entitled to (i) receive distributions from the Partnership, except as provided in Sections 6.05 and 8.04, 8.03 or (ii) withdraw any amount from a such Partner's Capital AccountAccount(s), except as provided in Section 6.02 or upon the consent of, and upon such terms as may be determined by, the General Partner, Partner in its sole discretion; provided, however, that prior to a withdrawal other than a withdrawal described in Section 6.02, the General Partner shall consult with counsel to the Partnership to ensure that such withdrawal will not cause the Partnership to be treated as a "publicly traded partnership" taxable as a corporation for U.S. federal Federal tax purposes. Each Feeder Fund may withdraw capital from time to time, as agreed to by the General Partner, to pay for Feeder Fund Expenses. (b) A Partner shall cease to be a Partner (i) as of the effective date of the full withdrawal of the balance of each Capital Account of such Partner's Capital Account(s), (ii) as of the effective date of the Transfer of all of such Partner's Interests in accordance with Section 7.01, or (iii) in the event of the dissolution of the Partnership, as of the Final Distribution Datefinal distribution of the assets of the Partnership. As of the effective date of a withdrawal, solely with respect to the withdrawal proceeds, a withdrawing Partner shall be considered a creditor of the Partnership and shall have no rights or obligations with respect to the Partnership except that such Partner shall (i) have the right to receive, as a creditor, withdrawal proceeds and (ii) continue to be bound by the Sections of this Agreement governing the payment of withdrawal proceeds, including the right of suspension of such payment pursuant to Section 6.07(c)(i).

Appears in 1 contract

Samples: Limited Partnership Agreement (Clinton Group Inc)

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Withdrawals and Distributions in General. (a) No Partner shall be entitled to (i) receive distributions from the Partnership, except as provided in Sections 6.05 Section 6.06 and 8.04, Section 8.03 or (ii) withdraw any amount from a such Partner’s Capital AccountAccount(s), except as provided in Section 6.02 or upon the consent of, and upon such terms as may be determined by, the General Partner, Partner in its sole discretion; provided, however, that prior to a withdrawal other than a withdrawal described in Section 6.02, the General Partner shall consult with counsel to the Partnership to ensure that such withdrawal will not cause the Partnership to be treated as a "publicly traded partnership" taxable as a corporation for U.S. federal tax purposes. (b) A Partner shall cease to be a Partner (i) as of the effective date of the full withdrawal of the balance of each Capital Account of such Partner’s Capital Account(s), (ii) as of the effective date of the Transfer of all of such Partner's ’s Interests in accordance with Section 7.01, or (iii) in the event of the dissolution winding up of the Partnership, as of the Final Distribution Datecompletion of the winding up of the Partnership. As of the effective date of a withdrawal, solely with respect to the withdrawal proceeds, a withdrawing Partner shall be considered a creditor of the Partnership and shall have no rights or obligations with respect to the Partnership except that such Partner shall (i) have the right to receive, as a creditor, withdrawal proceeds and (ii) continue to be bound by the Sections of this Agreement governing the payment of withdrawal proceeds, including the right of suspension of such payment pursuant to Section 6.07(c)(i6.09(b), and governing the return of distributions pursuant to Section 6.10.

Appears in 1 contract

Samples: Limited Partnership Agreement

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