Exclusive Limited Partner definition

Exclusive Limited Partner means any Limited Partner that is not also a General Partner.
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Examples of Exclusive Limited Partner in a sentence

  • The Losses allocated pursuant to Section 3.2 shall not exceed the maximum amount of Losses that can be so allocated without causing (or increasing the amount of) any Exclusive Limited Partner to have an Adjusted Capital Account Deficit at the end of any Allocation Year.

  • Prior to any sale or disposition by a Selling Partner of any of its shares of MajorCorp Stock in a Rule 144 Sale, such Selling Partner shall give notice (a "Rule 144 Notice") to the Board of Directors of MajorCorp and each other Partner (excluding any Partner that was an Exclusive Limited Partner at the time the Partnership converted to corporate form, the "Non-Selling Partners") of the number of shares of MajorCorp Stock proposed to be sold and the intended manner of disposition.

  • Except as otherwise provided in this Agreement, an Exclusive Limited Partner shall not have any right or power to take part in the management or control of the Partnership or its business and affairs or to act for or bind the Partnership in any way.

  • For purposes of this Agreement, each Partner is treated as though it holds a single Interest, even though such Partner (unless and until it becomes an Exclusive Limited Partner) holds ninety-nine percent (99.0%) of its Interest as a General Partner and one percent (1.0%) of its Interest as a Limited Partner.

  • The Affiliation Agreement requires the Partnership to pay an affiliation fee to the Exclusive Limited Partner on a monthly basis in an amount equal to 2.75% of the first $25,000,000 of gross revenues, plus 2% of the second $25,000,000 of gross revenues, plus 1.5% of gross revenues in excess of $50,000,000.

  • The Exclusive Limited Partner is required to make a series of cash contributions at the Managing Partner's request and upon the fulfillment of certain conditions and events specified in the Agreement.

  • The Partnership is 51% owned by Cox Pioneer Partnership (the General Partner) and 49% owned by Sprint Spectrum Holding Company, L.P. (the Exclusive Limited Partner).

  • Trademark Agreement - Sprint PCS(R) and other related trademarks are registered trademarks of a partner of the Exclusive Limited Partner and are licensed to the Partnership on a royalty-free basis pursuant to a trademark license agreement.

  • The Leasing Co. Agreement provides for a cumulative preferred return to the Exclusive Limited Partner in an amount equal to 9% per annum.

  • Subsequent Exclusive Limited Partner Contribution - On January 12, 1998 the Exclusive Limited Partner made a final capital contribution payment of $33,780,082, which represents $539,772 of required capital contributions; $33,239,131 of additional capital contributions through December 31, 1997; and $1,179 of additional contributions representing the interest accrued from December 31, 1997 through January 12, 1998 on $539,772 of outstanding required capital contributions.

Related to Exclusive Limited Partner

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

  • Substitute Limited Partner means any Person admitted to the Partnership as a Limited Partner pursuant to Section 9.03 hereof.

  • 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.

  • 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.

  • 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.

  • General 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.

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

  • Certificate of Limited Partnership means the Certificate of Limited Partnership of the Partnership filed with the Secretary of State of the State of Delaware as referenced in Section 7.2, as such Certificate of Limited Partnership may be amended, supplemented or restated from time to time.

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

  • Limited Partner Interest means a Partnership Interest of a Limited Partner in the Partnership representing a fractional part of the Partnership Interests of all 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 Units (other than GP Units).

  • 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.

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

  • 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.

  • 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.

  • Original Limited Partner means any Person that is a Limited Partner as of the close of business on the date of the closing of the issuance of REIT Shares pursuant to the initial public offering of REIT Shares, and does not include any Assignee or other transferee, including, without limitation, any Substituted Limited Partner succeeding to all or any part of the Partnership Interest of any such Person.

  • GP means Gottbetter & Partners, LLP.