Obligated Partners definition

Obligated Partners means that or those Limited Partner(s) listed as Obligated Partner(s) on Exhibit L attached hereto and made a part hereof, as such Exhibit may be amended from time to time by the General Partner, whether by express amendment to this Partnership Agreement or by execution of a written instrument by and between any additional Obligated Partner(s) being directly affected thereby and the General Partner, acting on behalf of the Partnership and without the prior consent of the Limited Partners (whether or not such Limited Partners are Obligated Partners or Indemnitor Partners other than the Obligated Partner(s) being directly affected thereby). Any successor, Assignee, or transferee of the entire Partnership Interest of an Obligated Partner shall be considered an Obligated Partner; provided however, that (i) if an entity Obligated Partner makes a distribution of all or any portion of its Units, the General Partner shall, upon receipt of written notice from such Obligated Partner and such distributee(s) of Units, amend Exhibit L to add any such distributee(s) as an additional Obligated Partner in the manner set forth in such notice, and (ii) the General Partner shall not become an Obligated Partner with respect to any Units acquired from an Obligated Partner pursuant to Section 7.07 or otherwise.

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Obligated Partners means that or those Limited Partner(s) listed as Obligated Partner(s) on Schedule A attached hereto and made a part hereof, as such Schedule may be amended from time to time by the General Partner, whether by express amendment to this Partnership Agreement or by execution of a written instrument by and between any additional Obligated Partner(s) being directly affected thereby and the General Partner, acting on behalf of the Partnership and without the prior consent of the Limited Partners (whether or not Obligated Partners other than the Obligated Partner(s) being directly affected thereby). Any successor, Assignee, or transferee of the entire Partnership Interest of an Obligated Partner shall be considered an Obligated Partner; provided, however, that if an Obligated Partner makes a distribution of all or any portion of its OP Units in accordance with Section 12(B)(i)(z) hereof, the General Partner shall, upon receipt of written notice from such Obligated Partner and such distributee(s) of OP Units, amend Schedule A_ to add any such distributee(s) as an additional Obligated Partner in the manner set forth in such notice.

Obligated Partners means that or those Limited Partner(s) listed as Obligated Partner(s) from time to time as recorded in the books and records maintained by the General Partner, whether by express amendment to this Partnership Agreement or by execution of a written instrument by and between any additional Obligated Partner(s) being directly affected thereby and the General Partner, acting on behalf of the Partnership and without the prior consent of the Limited Partners (whether or not Obligated Partners other than the Obligated Partner(s) being directly affected thereby). Any successor, Assignee, or transferee of the entire Partnership Interest of an Obligated Partner shall be considered an Obligated Partner; provided, however, that if an Obligated Partner makes a distribution of all or any portion of its OP Units in accordance with Section 12(B)(i)(z) hereof, the General Partner shall, upon receipt of written notice from such Obligated Partner and such distributee(s) of OP Units, add any such distributee(s) as an additional Obligated Partner in the manner set forth in such notice.

Examples of Obligated Partners in a sentence

• Any such contribution by an Obligated Partner shall be used to make payments to creditors of the Partnership and such Obligated Partners (i) shall not be subrogated to the rights of any such creditor against the General Partner, the Partnership, another Partner or any Person related thereto, and (ii) hereby waive any right to reimbursement, contribution or similar right to which such Obligated Partners might otherwise be entitled as a result of the performance of their obligations under this Agreement.

• Any such contribution by an Obligated Partner shall be used to make payments to creditors of the Partnership and such Obligated Partners (i) shall not be subrogated to the rights of any such creditor against the General Partner, the Partnership, another Partner, or any Person related thereto, and (ii) hereby waive any right to reimbursement, contribution or similar right to which such Obligated Partners might otherwise be entitled as a result of the performance of their obligations under this Agreement.

• This Section 3.6(B) shall not be amended without the consent of two-thirds in number of the Obligated Partners, provided, however, that no such amendment shall adversely affect an Obligated Partner without the written consent of such Obligated Partner.

• The proceeds of any contribution to the Partnership made by an Obligated Partner with respect to such Obligated Partner's Capital Account Deficit balance shall be treated as a Capital Contribution by such Obligated Partner and the proceeds thereof shall be treated as assets of the Partnership to be applied as set forth in Section 13.2.A.

• The provisions of Section 7.1 and this Section 7.2 shall not be amended in a manner which adversely affects an Obligated Partner (without consent of such Obligated Partner), provided that the General Partner may amend Schedule A to add additional Obligated Partners.

• EXHIBIT B to the Partnership Agreement is hereby deleted in its entirety and replace by EXHIBIT B hereto which identifies each Obligated Partner of the Partnership and such Obligated Partner's respective Restoration Amount.

• If such executor does not make a timely election pursuant to this Section 2.05(d) (whether or not the balance in his Capital Account is negative at such time), then such Obligated Partner's estate (and the beneficiaries thereof who receive distribution of Units therefrom) shall be deemed to have a deficit Capital Account restoration obligation as set forth pursuant to the terms of Section 2.05(b).

• Such contributions shall be used to make payments to creditors of the Partnership and such Obligated Partners (i) shall not be subrogated to the rights of any such creditor against the General Partner, the Partnership, another Partner or any person related thereto, and (ii) hereby waive any right to reimbursement, contribution or similar right to which such Obligated Partners might otherwise be entitled as a result of the performance of its obligations under this Agreement.

• Such Obligated Partners (i) shall not be subrogated to the rights of any such creditor against the General Partner, the Partnership, another Partner or any person related thereto, and (ii) hereby waive any right to reimbursement, contributions or similar right to which such Obligated Partners might otherwise be entitled as a result of the performance of its obligations under this Partnership Agreement.

More Definitions of Obligated Partners

Obligated Partners thereunder with a "Protected Amount" equal to the Protected Amount shown on such Schedule 3. Upon adoption of the Amendment, all tax returns filed by GGP Partnership shall report allocations of recourse liabilities to each Obligated Partner in an amount equal to such Obligated Partner's Protected Amount. In addition, any person who acquires, as a transferee, the Protected Units of an Obligated Partner in a transaction in which the adjusted basis of such transferee in such Protected Units is determined, in whole or in part, by reference to the adjusted basis of the Obligated Partner in such Protected Units, may elect to become an Obligated Partner by assuming a portion of, or the full amount of, such transferor Obligated Partner's Protected Amount. In the event of such a transfer and election by the transferee, the transferor Obligated Partner and the transferee electing to become an Obligated Partner hereunder shall notify GGP Partnership of their intention that the transferee become an Obligated Partner in connection with such acquisition, and Schedule 3 of this Agreement and Exhibit __ of the GGP Partnership Agreement shall be amended to include such transferee as an Obligated Partner with a Protected Amount in the amount agreed to by such transferee Obligated Partner, and the Protected Amount of the transferor Obligated Partner shall be correspondingly reduced.

Obligated Partners means that or those Limited Partner(s) listed as Obligated Partner(s) on Schedule D attached hereto and made a part hereof, as such Schedule may be amended from time to time by the General Partner, whether by express amendment to this Partnership Agreement or by execution of a written instrument by and between any additional Obligated Partner(s) being directly affected thereby and the General Partner, acting on behalf of the Partnership and without the prior consent of the Limited Partners (whether or not Obligated Partners other than the Obligated Partner(s) being directly affected thereby). Any successor,

Obligated Partners means that or those Limited Partner(s) listed as Obligated Partner(s) on EXHIBIT B attached hereto and made a part hereof, as such exhibit may be amended from time to time by the General Partner. Any successor, assignee or transferee of the entire Partnership Interest of an Obligated Partner shall be considered an Obligated Partner; provided, however, that if an Obligated Partner, which is not an individual (an "Entity Obligated Partner"), makes a liquidating distribution to an interest holder who is being allocated a portion of such Entity Obligated Partner's Restoration Amount, the General Partner shall amend EXHIBIT B to add such distributee as an additional Obligated Partner with a Restoration Amount equal to such distributee's allocable share of such Entity Obligated Partner's Restoration Amount and the Restoration Amount of the Entity Obligated Partner shall be reduced accordingly.