Electing Limited Partners definition

Electing Limited Partners means the Limited Partners that elect to purchase Limited Partnership Interests pursuant to Section 7.8(i).
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Electing Limited Partners has the meaning set out in Section 3.19(b); “End of Initial Pricing Date” has the meaning set out in Section 4.1(a);
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Examples of Electing Limited Partners in a sentence

  • The determination of the Put Price or the Call Price, as the case may be, by the investment banking firm selected pursuant to this Section 7.8(f) shall be made within 30 days after its selection and shall be final and binding upon Adena, its Permitted Transferees, the General Partner, the Partnership and the Electing Limited Partners.

  • The General Partner or its designated Affiliate shall thereupon promptly pay to each Electing Limited Partner, his proper share of the Repurchase Price, calculated as herein set forth, within 30 days from the date which a properly drawn assignment of such Electing Limited Partner's interest, free and clear of all liens and encumbrances, is tendered to and accepted by the General Partner or its designated Affiliate (the "Effective Date").

  • Limited Partners so notifying the General Partner shall be referred to herein as "Electing Limited Partners".

  • Upon the acquisition of an Electing Limited Partner's Interests, the General Partner or its designated Affiliate shall, as of the Effective Date of such acquisition, succeed to all the rights and obligations attributable to such interest.

  • Electing Limited Partners shall be required to exercise their Takeout Right by providing written notice to the General Partner of their election to exercise such right within 20 days after receipt or deemed receipt of the initial notice from the General Partner.

  • The sale of the Units held by Electing Limited Partners shall be completed within 30 days of completion of the Appraisal, and the Majority Limited Partner will make financial arrangements acceptable to the General Partner, acting reasonably, to facilitate such sale.

  • Such Corporation will have the same Percentage Interest in all material respects in such Electing Partnership’s distributions and allocations as such Electing Limited Partners (including any Parallel Investors) that invest through such Corporation collectively would have had if such Electing Limited Partners (including any Parallel Investors) had invested directly in such Electing Partnership.

  • Such Corporation(s) will have a partnership interest in the Electing Partnership equal to the interest that the Electing Limited Partners that invest through such Corporation would have had collectively if such Electing Limited Partners were Direct Limited Partners.

  • In such case, references in this Section 2.4 to Electing Limited Partners or Direct Limited Partners shall include any such Parallel Investors, as appropriate, and references to the Fund and this Agreement shall, with respect to a Parallel Investor, be deemed to refer to the Parallel Vehicle in which such Parallel Investor is a limited partner (or similar interest holder) and such Parallel Vehicle’s governing agreements, as appropriate.

  • Each such Corporation will be wholly owned by the Electing Limited Partners that invest through such Corporation.

Related to Electing Limited Partners

  • 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.

  • Defaulting Limited Partner means a Limited Partner that has failed to pay any amount owed to the Partnership under a Partnership Loan within 15 days after demand for payment thereof is made by 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.

  • Limited Partners means all such Persons.

  • 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.

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

  • 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.

  • Majority in Interest of the Limited Partners means Limited Partners holding in the aggregate Percentage Interests that are greater than fifty percent (50%) of the aggregate Percentage Interests of all Limited Partners.

  • 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.

  • 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.

  • 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.

  • Limited Partnership Agreement means the Second Amended and Restated Agreement of Limited Partnership of the Partnership dated as of March 9, 2004, as amended from time to time.

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

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

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

  • 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.

  • 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.

  • 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 Partners means all such Persons.

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

  • Partners means the General Partner and the Limited Partners.

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

  • Special Limited Partner Interest means the interest of the Special Limited Partner in the Partnership representing its right as the holder of an interest in distributions described in Sections 5.1(b)(iii)(A), (c), (d) and (e) (and any corresponding allocations of income, gain, loss and deduction under this Agreement).

  • Foreign limited partnership means a partnership formed under laws other than of this state and having as partners one or more general partners and one or more limited partners.

  • 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.