Associate Limited Partner definition

Associate Limited Partner means Empire American ALP, LLC, a Delaware limited liability company, as the holder of the 15% interest in distributions described in Section 5.1(b)(ii)(A).
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Associate Limited Partner means Empire American ALP, LLC, in its capacity as the associate limited partner of the Operating Partnership.
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Examples of Associate Limited Partner in a sentence

  • Other than the Associate Limited Partner, there are no third party beneficiaries of this Agreement and nothing in this Agreement, express or implied, is intended to confer on any person other than the parties hereto and their respective successors, heirs and permitted assigns, any rights, remedies, obligations or liabilities.

  • The Company shall pay the Associate Limited Partner or its assignees from time to time a Subordinated Participation In Net Sales Proceeds equal to ten percent (10%) of remaining net sales proceeds after return of capital contributions plus payment to investors in Shares of an eight percent (8%) cumulative, pre-tax, non-compounded return on the capital contributed by such investors.

  • If the Associate Limited Partner receives the Subordinated Termination Fee, it would no longer be entitled to receive Subordinated Distributions of Net Sales Proceeds or the Subordinated Incentive Listing Fee.

  • The Associate Limited Partner shall be entitled to rely on, and shall be a third party beneficiary of, the representations, warranties and agreements contained in this Agreement.

  • Every decision of a majority in amount of stock of such quorum shall be valid as a corporate act, except in those specific instances in which a larger vote is required by law or by the articles of incorporation or by these bylaws.

  • Raleigh and each of the Associate Limited Partner Assignees is an "accredited investor" within the meaning given to the term under SEC Regulation D.

  • The General Partner, A/J and, if applicable, A/J L.P. each hereby authorizes and directs the Partnership to transfer and assign to Raleigh and the Associate Limited Partner Assignees, as the case may be, all of its rights and interests in the GP Assets as of the date of the GP Assets Closing in accordance with the immediately preceding sentence.

  • The General Partner, A/J and, if applicable, A/J L.P. each hereby authorizes and directs the Partnership to transfer and assign to Raleigh and the Associate Limited Partner Assignees, as the case may be, all of its rights and interests in the GP Assets on the GP Assets Call Closing Date in accordance with the immediately preceding sentence.

Related to Associate Limited Partner

  • Investor Limited Partner means any Limited Partner so designated at the time of its admission as a partner of the Partnership.

  • Class B Limited Partner means any Person executing (by power of attorney or otherwise) this Agreement as of the date hereof as a Class B Limited Partner or hereafter admitted to the Partnership as a Class B Limited Partner as herein provided, but shall not include any Person who has ceased to be a Class B Limited Partner in the Partnership.

  • Vote Limited Member means any Member who beneficially owns 5% or more of the outstanding Class A shares (excluding Masterworks Shares) submits a Vote Limit Certificate to the Board which designates such Member as a Vote Limited Member, either separately or jointly with one or more other Members.

  • Associate Member means a person appointed to perform specific statutory and non-statutory duties which have been delegated by the Trust Board for them to perform and these duties have been recorded in an appropriate Trust Board minute or other suitable record.

  • Substitute Limited Partner means any Person admitted to the Partnership as a Limited Partner pursuant to Section 9.3.

  • Associate Members means the individuals or firms which have agreed to Joint Venture in connection with the Project;

  • Original Limited Partner means the Limited Partners designated as “Original Limited Partners” on Exhibit A hereto.

  • Partner means any General Partner or Limited Partner.

  • Limited Partner means, prior to the admission of the first Additional Limited Partner to the Partnership, the Initial Limited Partner, and thereafter any Person named as a Limited Partner in Exhibit A, as such Exhibit may be amended from time to time, upon the execution and delivery by such Person of an additional limited partner signature page, or any Substituted Limited Partner or Additional Limited Partner, in such Person’s capacity as a Limited Partner of the Partnership.

  • Member-managed limited liability company means a limited liability company that is not a manager-managed limited liability company.

  • Organizational Limited Partner means Xxxxx X. Xxxxxxx.

  • Managing General Partner means the managing general partner of the Merging Entity where such Merging Entity is a limited partnership.

  • Additional Limited Partner means a Person admitted to the Partnership as a Limited Partner pursuant to Section 10.4 and who is shown as such on the books and records of the Partnership.

  • Departing General Partner means a former General Partner from and after the effective date of any withdrawal or removal of such former General Partner pursuant to Section 11.1 or Section 11.2.

  • Manager-managed limited liability company means a limited liability company that is managed by

  • Foreign limited liability limited partnership means a foreign limited partnership whose general partners have limited liability for the obligations of the foreign limited partnership under a provision similar to section 488.404, subsection 3.

  • Special Limited Partner means WNC Housing, L.P., a California limited partnership, and such other Persons as are admitted to the Partnership as additional or substitute Special Limited Partners pursuant to this Agreement.

  • Substituted Limited Partner means a Person who is admitted as a Limited Partner to the Partnership pursuant to Section 11.4.

  • Managing Partner means Geodyne Production Company, a Delaware corporation, and any other Person admitted as additional or Substituted Managing Partner pursuant to Article Six of this Agreement.

  • Initial Limited Partner has the meaning set forth in the Preamble.

  • Limited Partnership Interest means the ownership interest of a Limited Partner in the Partnership at any particular time, including the right of such Limited Partner to any and all benefits to which such Limited Partner may be entitled as provided in this Agreement and in the Act, together with the obligations of such Limited Partner to comply with all the provisions of this Agreement and of the Act.

  • General Partner means the Company or its successors as general partner of the Partnership.

  • Initial Limited Partners means the Organizational Limited Partner (with respect to the Common Units and Subordinated Units received by it pursuant to Section 5.2), the General Partner (with respect to the Incentive Distribution Rights) and the Underwriters, in each case upon being admitted to the Partnership in accordance with Section 10.1.

  • Single member limited liability company means a limited liability company that has one direct member.

  • Limited Partner Interest means a Partnership Interest of a Limited Partner in the Partnership representing a fractional part of the Partnership Interests of all Limited Partners and includes any and all benefits to which the holder of such a Partnership Interest may be entitled as provided in this Agreement, together with all obligations of such Person to comply with the terms and provisions of this Agreement. A Limited Partner Interest may be expressed as a number of Partnership Common Units, Partnership Preferred Units or other Partnership Units.

  • Consent of the Limited Partners means the Consent of a Majority in Interest of the Limited Partners, which Consent shall be obtained prior to the taking of any action for which it is required by this Agreement and may be given or withheld by a Majority in Interest of the Limited Partners, unless otherwise expressly provided herein, in their sole and absolute discretion.