Insolvent Partner definition

Insolvent Partner has the meaning specified in Section 6.08 b. hereof.

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Insolvent Partner means any Partner (a) who has voluntarily initiated proceedings of any nature under the Federal Bankruptcy Code, or any similar state or federal law for the relief of debtors; (b) who has made a general assignment for the benefit of creditors, (c) against whom an involuntary proceeding under the Federal Bankruptcy Code, or any similar federal or state law for the relief of debtors, has been initiated, and (i) with respect to such proceeding an order for relief has been entered under the Bankruptcy Code (or comparable order under any similar federal or state law), or (ii) which proceeding is not dismissed or discharged within sixty (60) days after the filing thereof; (d) who has admitted in writing its inability to pay its debts as they mature; or (e) all or any substantial part of whose assets, or whose interest in the Partnership or any part thereof, has been the subject of attachment or other judicial seizure.

Insolvent Partner has the meaning set forth in Section 17.1.

Examples of Insolvent Partner in a sentence

The Bankrupt or Insolvent Partner shall send written notice of the occurrence of any filing of a petition in bankruptcy, the appointment of a receiver or trustee or any other matter which renders, or with the passage of 90 days may render, it Bankrupt or Insolvent to the other Partner within fifteen days of any such event.
If any Partner becomes an Insolvent Partner, the other Partners or their nominees shall have an option to acquire the Partnership Interest of such Insolvent Partner, on a pro rata basis if more than one Partner elects to acquire such Partnership Interest, for a cash purchase price determined by agreement with the Insolvent Partner or its legal representatives to be FMV.
If no agreement is reached on the FMV of the Partnership Interest held by the Insolvent Partner within 30 days of giving such notice, the matter shall be deemed to be a Dispute under this Agreement and shall be resolved in accordance with Article 15.
If a Partner shall become an Insolvent Partner, then, at the election of the other Partner(s), the Insolvent Partner shall be deemed to be a Withdrawn Partner within the meaning of Section 6.05 hereof and shall be deemed to have withdrawn from the Partnership on the date on which it became an Insolvent Partner (or such later date as shall be designated by a majority of the Other Partners), and the provisions of Section 6.05 hereof shall apply.
The other Partners may exercise such option to purchase its pro rata share of the Partnership Interest by written notice to the Insolvent Partner and/or its legal representatives given within 30 days of first becoming aware of the Partner becoming an Insolvent Partner.

More Definitions of Insolvent Partner

Insolvent Partner means a Partner (i) which makes an assignment for the benefit of creditors, (ii) which files a voluntary petition in bankruptcy, (iii) which is adjudicated a bankrupt or insolvent, (iv) which files a petition or answer seeking for itself any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any statute, law or regulation, (v) which files an answer or other pleading admitting or failing to contest the material allegations of a petition filed against it in any proceeding of the nature described in clause (iv), (v) which seeks, consents to or acquiesces in the appointment of a trustee, receiver or liquidator for such Partner or all or any substantial part of its properties and assets, or (vi) with respect to which a trustee, receiver or liquidator of it or any substantial part of its properties and assets has been appointed without its consent or acquiescence.

Insolvent Partner means a Partner that has experienced an event of insolvency, including (i) filing a petition in bankruptcy, (ii) having a receiver appointed for its affairs, (iii) making a general assignment for the benefit of creditors, or (iv) being unable to carry out its commitments under this Agreement, for primarily financial reasons.