Assignor Limited Partner means Xxxxx Healthcare Holding Co., Inc. which will (i) own any Assigned Limited Partnership Interests issued pursuant to Sections 3.2 and 7.1 hereof, and (ii) transfer and assign to those Persons who acquire Units all of its rights and interest in Assigned Limited Partnership Interests in accordance with Sections 3.2 and 7.1 hereof. "Capital Account" means (i) the separate account maintained and adjusted on the books and records of the Fund for each Partner and (ii) the separate subaccount of the Capital Account of the Assignor Limited Partner maintained and adjusted for each Investor. Each Partner's and Investor's Capital Account is credited with his Capital Contributions and his distributive share of Fund Profit (or item thereof). Each Partner's or Investor's Capital Account is debited with the cash and the fair market value of any property distributed to him (net of liabilities assumed by such Partner or Investor and liabilities to which such distributed property is subject), his distributive share of Fund Loss (and deduction (or item thereof)), and his distributive share of Fund expenditures described in Section 705(a)(2)(B) of the Code (including losses disallowed under Section 267(a)(1) or 707(b) of the Code, and Section 709(a) syndication expenditures applied to reduce the Capital Accounts of the Partners or Investor's to whom such expenditures are allocable at the time such expenditures are paid or incurred). Each Partner's and Investor's Capital Account shall also be adjusted pursuant to Sections 4.4 and 4.5 hereof and as required by the Income Tax Regulations promulgated under Section 704 of the Code. Any questions concerning a Partner's or Investor's Capital Account shall be resolved by the General Partners in their reasonably exercised discretion, applying principles consistent with this Agreement and the regulations promulgated under Section 704 of the Code in order to assure that all allocations herein will have substantial economic effect or will otherwise be respected for income tax purposes. For purposes of this paragraph, a Partner or Investor who has more than one Partnership Interest or Unit, as the case may be, shall have a single Capital Account that reflects all of his Partnership Interests and Units, regardless of the class of Interests owned (e.g., general or limited) and regardless of the time or manner in which the Partnership Interests and Units were acquired. "Capital Contribution" means the total amount of cash and the fair m...
Assignor Limited Partner means Alliance ALP, Inc., a Delaware corporation, the Person which is the Record Holder of all the Limited Partnership Interests outstanding on the date hereof and which has and will transfer and assign to the Unitholders Assignee Interests in such Limited Partnership Interests as set forth in Section 11.02, or any Person designated by the General Partner pursuant to Section 11.05(b) to serve as substituted Assignor Limited Partner hereunder.
Assignor Limited Partner means Parking Properties Holding Co., Inc. which will (i) own any Assigned Limited Partnership Interests issued pursuant to Sections 3.2 and 7.1 hereof, and (ii) transfer and assign to those Persons who acquire Units all of its rights and interest in Assigned Limited Partnership Interests in accordance with Sections 3.2 and 7.1 hereof.
Examples of Assignor Limited Partner in a sentence
The Assignor Limited Partner agrees not to contract away the fiduciary duty owed to the Investors by the Assignor Limited Partner's management under the common law of agency.
The Assignor Limited Partner shall have no right to vote or consent with respect to Units owned by the Assignor Limited Partner for its own account and such Units shall not be considered outstanding Units for purposes of determining whether the Majority Vote of the Investors or the Consent of the Investors has occurred.
Except as provided in Section 7.1.A above, the Assignor Limited Partner may not transfer a Limited Partnership Interest without the prior written consent of the General Partner.
Pursuant to Sections 3.2 and 7.1C hereof, the Assignor Limited Partner shall assign to each Investor Assignee Units equal to the number of Units purchased by each Investor in the Offering.
Notwithstanding the assignment of the Assigned Limited Partnership Interests referred to in this Section 7.1, the Assignor Limited Partner shall retain legal title to and be and remain a Limited Partner of the Partnership.
More Definitions of Assignor Limited Partner
Assignor Limited Partner means Alliance ALP, Inc., a Delaware corporation, or any individual, corporation, association, partnership, joint venture, entity, estate or other entity or organization designated by the general partner of the Company to serve as a substitute therefore.
Assignor Limited Partner means Independence Assignor Inc., a Delaware corporation, or any successor to it which holds Limited Partnership Interests on behalf of BACs holders.
Assignor Limited Partner means Xxxxx-Benchmark Holding Co., Inc. which will (i) own any Assigned Limited Partnership Interests issued pursuant to Sections 3.2 and 7.1 hereof, and (ii) transfer and assign to those Persons who acquire Units all of its rights and interest in Assigned Limited Partnership Interests in accordance with Sections 3.2 and 7.1 hereof.
Assignor Limited Partner means Freedom Assignor Inc., a Delaware corporation, or any successor to it which holds Limited Partnership Interests on behalf of BACs holders.
Assignor Limited Partner means Shearson Regional Malls Depositary Corp., a Delaware corporation, in its capacity as the Assignor Limited Partner of the Partnership under the terms of this Agreement.
Assignor Limited Partner. Shearson Regional Malls Depositary Corp.
Assignor Limited Partner means Hutton/AREA Assignor Corporation, a Delaware corporation, or any successor to it.