ERISA Limited Partner definition

ERISA Limited Partner means a Limited Partner that is (i) a plan subject to the provisions of Title I of ERISA, (ii) a plan that is not subject to Title I of ERISA but is subject to the prohibited transaction provisions of Section 4975 of the Code (e.g., IRAs and Xxxxx plans), (iii) a group trust, common or collective trust fund or insurance company separate or general account subject to ERISA or Section 4975 of the Code, and (iv) a passive or private investment fund whose underlying assets include “plan assets” (such as where plans described in (i) or (ii) above own 25% or more of a class of the investment fund’s equity interests determined pursuant to Section 3(42) of ERISA and any applicable regulations at 29 C.F.R. § 2510.3-101(f)).
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ERISA Limited Partner means a Limited Partner that is (i) a plan subject to the provisions of Title I of ERISA, (ii) a plan that is not subject to Title I of ERISA but is subject to the prohibited transaction provisions of Section 4975 of the Code (e.g., IRAs and Keogh plans), (iii) a group trust, common or collective trust fund or insurance company separate or general account subject to ERISA or Section 4975 of the Code, and (iv) a passive or private investment fund whose underlying assets include “plan assets” (such as where plans described in (i) or (ii) above own 25% or more of a class of the investment fund’s equity interests determined pursuant to Section 3(42) of ERISA and any applicable regulations at 29 C.F.R. § 2510.3-101(f)).
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ERISA Limited Partner means a Limited Partner which is an “employee benefit plan” within the meaning of, and subject to the provisions of, ERISA.
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Examples of ERISA Limited Partner in a sentence

  • In the exercise of its discretion, the General Partner may cause the partial or complete withdrawal of the Capital Account of a Multiple-Owner Limited Partner regardless of whether or not such Limited Partner was a Multiple-Owner Limited Partner or an ERISA Limited Partner at the time such Limited Partner became a Limited Partner or made any particular Capital Contribution and may cause such partial or complete withdrawal as to some Multiple-Owner Limited Partners or ERISA Limited Partner and not others.

  • In the exercise of its discretion, the General Partner may cause the partial or complete withdrawal of the Units of a Multiple-Owner Limited Partner regardless of whether or not such Limited Partner was a Multiple-Owner Limited Partner or an ERISA Limited Partner at the time such Limited Partner became a Limited Partner or made any particular Capital Contribution and may cause such partial or complete withdrawal as to some Multiple-Owner Limited Partners or ERISA Limited Partner and not others.

  • Similarly, if a Limited Partner becomes an "employee benefit plan investor" within the meaning of applicable rules and regulations under ERISA (an "ERISA Limited Partner"), the General Partner may in its sole discretion cause a complete or partial withdrawal of such Limited Partner's Units to the extent necessary to prevent the Fund's assets from being considered "plan assets" within the meaning of ERISA.

  • If the General Partner seeks to qualify the Partnership as an operating company, it will provide an opinion of legal counsel regarding such qualification to any ERISA Limited Partner concurrently with the initial long-term Investment made by the Partnership and its certification as to the status of the Partnership as an operating company annually thereafter (and not more than 30 days after any annual valuation period, if applicable, under the Plan Asset Regulations).

  • The GENERAL PARTNER shall promptly provide to all other ERISA Limited Partners a copy of the written notice of good faith determination, together with a copy of a written notice of the election or written demand, as the case may be, and a copy of the opinion of counsel, if any, furnished to the GENERAL PARTNER or the ERISA Limited Partner, as the case may be, in accordance with this Section 9.10.

  • No ERISA Limited Partner will be required to make a Capital Contribution to the extent such Capital Contribution would be used for the purpose of making an ERISA Excused Investment.

  • The amount of any such redemption shall be paid, within 5 business days of such reduction, to the appropriate Limited Partners as though the amount had been withdrawn pursuant to Section 8.5. Units held by each ERISA Limited Partner, if Units are redeemed hereunder, shall be redeemed and shall be redeemed by the same percentage.

  • For the avoidance of doubt, no ERISA Limited Partner shall be admitted to the Partnership without the General Partner’s express written consent.

  • Operation of this Section 8.7(b) and the redemptions contemplated hereby are expressly consented to by each ERISA Limited Partner.


More Definitions of ERISA Limited Partner

ERISA Limited Partner means a Limited Partner that (a) is an employee benefit plan subject to Part 4 of Title I of ERISA or a plan to which Section 4975 of the Internal Revenue Code applies, or an entity deemed to hold “plan assets” of one or more such plans within the meaning of the Plan Asset Regulation (including, for this purpose, an insurance company using general account assets that might be deemed to include “plan assets”) and (b) so indicates in its subscription agreement with the Partnership or otherwise in writing to the General Partner on or before the date on which such Limited Partner is admitted to the Partnership, as applicable.
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ERISA Limited Partner means a Limited Partner that is (i) a plan subject to the provisions of Title I of ERISA, (ii) a plan that is not subject to Title I of ERISA but is subject to the prohibited transaction provisions of Section 4975 of the Code (e.g., IRAs and Xxxxx plans),
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ERISA Limited Partner means a Limited Partner that is:
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ERISA Limited Partner means a Limited Partner that (a) is an employee benefit plan subject to Part 4 of Title I of
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ERISA Limited Partner means any Limited Partner which is: (a) a Abenefit plan investor@ (within the meaning of Section (f)(2) of the Final Regulation) subject to ERISA; (b) a Agovernmental plan@ within the meaning of Section 3(32) of ERISA; (c) a benefit plan investor that would be subject to ERISA but for the fact that it meets the requirements of a Achurch plan@ within the meaning of Section 414(e) of the Code and Section 3(33) of ERISA; (d) a Aplan@ within the meaning of Section 4975(e) of the Code; or (e) deemed to hold Aplan assets@ under the Final Regulation and consequently subject to regulation under ERISA. For purposes of this Agreement, a Limited Partner shall not be an ERISA Limited Partner unless and until it provides notice of such fact to the General Partner.
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ERISA Limited Partner means a Limited Partner that is (i) a plan subject to the provisions of Title I of ERISA, (ii) a plan
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Related to ERISA Limited Partner

  • 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.

  • 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.

  • 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.

  • 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.

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

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

  • Foreign limited liability partnership means a partnership that:

  • Limited Partner means any Person named as a Limited Partner on Exhibit A attached hereto, and any Person who becomes a Substitute Limited Partner, in such Person’s capacity as a Limited Partner in the Partnership.

  • Initial Limited Partners means the Organizational Limited Partner (with respect to the Common Units and Subordinated Units received by it as described in Section 5.1), the General Partner (with respect to the Incentive Distribution Rights received by it as described in Section 5.1) and the Underwriters, in each case upon being admitted to the Partnership in accordance with Section 10.1.

  • Organizational Limited Partner means Xxxxx X. Xxxxxxx.

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

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

  • 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.

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

  • Former Partner means (i) with respect to a Partner that is a trust, a Partner that has ceased to be a Qualified Trust, and has become a Former Partner, pursuant to the terms of Section 1.78; (ii) with respect to a Partner that is an Entity, a Partner that has ceased to be a Qualified Entity, and has become a Former Partner, pursuant to the terms of Section 1.18; (iii) a Partner that has become a Bankrupt Partner and a Former Partner, pursuant to the terms of Section 1.7; (iv) a Partner that has become a Pledgor Partner and a Former Partner, pursuant to the terms of Section 1.74; and (v) a Partner that ceases to be a Participating Stockholder with respect to the Class B Shares of each Company in which the Partnership owns Class B Shares.

  • 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.

  • 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 such Act.

  • Limited liability partnership or “LLP” shall mean a Company governed by Limited Liability Partnership Act 2008 or as amended.

  • Section 385 Controlled Partnership has the meaning set forth in Treasury Regulation Section 1.385-1(c)(1) for a “controlled partnership”.

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

  • 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.

  • 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.

  • Controlled Group means all members of a controlled group of corporations or other business entities and all trades or businesses (whether or not incorporated) under common control which, together with the Borrower or any of its Subsidiaries, are treated as a single employer under Section 414 of the Code.

  • Controlled group of corporations has the meaning set forth in Code Section 1563.

  • Life Member means an Individual appointed as a Life Member of the Club under clause 5.2.

Most Referenced Clauses

Most Referenced Definitions