Removed Partner definition

Removed Partner has the meaning ascribed to it in Section 7.5.
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Removed Partner. As defined in Section 13.5 of this Agreement.
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Removed Partner means any Partner who is removed as Partner and whose Interest is purchased, forfeited or converted to a Limited Partner in accordance with Section 9.230.
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Examples of Removed Partner in a sentence

  • Turkey also supported Kyrgyz government’s initiative to establish a parliamentary system in the country.

  • The successor General Partner shall prepare and file, or cause to be prepared and filed, applicable tax returns consistent with the allocation of the Indemnified Debt to the Removed Partner as contemplated herein.

  • The issue of removal shall be voted on at a duly noticed Partnership meeting and shall be effective upon delivery of written notice of the removal to the Removed Partner.

  • A Removed Partner shall be 100% vested as a result of his (i) death, (ii) permanent disability or (iii) resignation for Good Reason within one year following a Change of Control or as a result of his/her Involuntary Removal other than an Involuntary Removal resulting from a Limited Partner's termination of employment with and/or service to the General Partner for Cause within one year following a Change of Control.

  • From and after the Termination Date, the Removed Partner shall not be deemed a Partner for any purpose except for the purposes of Section 4.4 and Section 5.4, and any interest that a Removed Partner would have had in Investment Positions acquired subsequent to the Termination Date shall be allocated among the remaining Limited Partners.

  • If the Removed Partner is the Managing Partner, the provisions of Section 6.5(b)(ii) shall apply.

  • The Net Income or Net Loss or right to distributions with respect to the Removed Partner's portion of any Investment Position at the Removed Partner's Termination Date in which such Removed Partner shall have an interest on such Date shall be allocated solely to the General Partner.

  • A Removed Partner shall be fully Service Vested in all distributions made to him/her prior to his/her Termination Date.

  • If the Removed Partner is the Managing Partner, the provisions of Section 6.5(b) (ii) shall apply.

  • From and after the Removal Date this Section 11.4 shall be amended only with the written consent of the Removed Partner.


More Definitions of Removed Partner

Removed Partner. As defined in Section 13.5 of this Agreement. "Representatives": As defined in Section 6.3(c) hereof. "Reserve Account": As defined in Section 9.2. "Sale": The sale or condemnation of all or any portion of the Property or the Project. "Section 704(b) Regulations": The final income tax regulations under Section 704(b) of the Code relating to the determination of a Partners' distributive share of partnership income, gain, loss, deduction or credit (or item thereof), and any outstanding proposed income tax regulations under Section 704 (b) of the Code. "Site Improvements": As defined in Section III of this Agreement. "Special Account": With regard to Linpro an amount equal to the excess, if any, of (a) $275,000 over (b) the sum of all amounts theretofore distributed to Linpro pursuant to Sections 8.2(e) or 8.3(e). "Target Account" or "Target Capital Account": With respect to any Partner for any fiscal year of the Partnership, a balance (which may be either positive or negative) equal to (i) the hypothetical distribution that Partner would receive if all Partnership assets (including cash) were sold for cash equal to their Book Basis (taking into account any adjustments to Book Basis for that fiscal year), all Partnership liabilities were satisfied to the extent required by their terms (limited, with respect to each Partnership nonrecourse liability, to the Book Basis of the assets securing such liability) and all net assets of the Partnership (including the proceeds from the disposition) were distributed in full pursuant to Section 8.2 hereof, all as of the last day of the fiscal year, reduced by (ii) that Partner's share of Partnership minimum Gain and Partner Minimum Gain as determined pursuant to Treasury Regulation Section 1.704-1T(b)(4)(iv) immediately prior to the hypothetical sale. "Unrecovered Capital Account": As to each Partner separately and as of any given time, an amount equal to the excess, if any, of (a) the aggregate amount of the capital contributions made by such Partner to the Partnership pursuant to Article V hereof (other than Deficit Contributions, but including, in the case of Linpro, the Five Hundred and Fifty Thousand Dollar balance in its Capital Account existing immediately after execution of this Agreement) over (b) the sum of all amounts theretofore distributed to such Partner pursuant to Sections 8.1(c), 8.2(c) and 8.3(c). 19.2.
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Removed Partner has the meaning assigned to such term in Section 11.4(a).
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Related to Removed Partner

  • Departing 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 11.2.

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

  • 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.

  • Dating partner means any person involved in an intimate association with another individual that is primarily characterized by the expectation of affectionate involvement, whether casual, serious, or long-term.

  • Lead Partner means the lead partner of a joint venture, as described in Sub-Clause

  • Business Partner means a legal entity that requires use of a Cloud Service in connection with Customer’s and its Affiliates’ internal business operations. These may include customers, distributors, service providers and/or suppliers of Customer.

  • Selling Partner has the meaning set forth in Section 8.5.

  • 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.

  • Class C operator means the individual responsible for initially addressing emergencies presented by a spill or release from an UST system. The Class C operator typically controls or monitors the dispensing or sale of regulated substances.

  • Tendering Partner shall have the meaning set forth in Section 8.6.A.

  • 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.

  • Qualified Replacement Special Servicer A Person as to which all the following conditions are satisfied at the relevant date of determination: (A)(i) all the representations and warranties set forth in Section 2.06 are true and accurate as applied to such Person (other than any change in the entity type or the state or jurisdiction of formation), (ii) there is no event or circumstances that constitutes, or would constitute, but for notice or the passage of time, a Servicer Termination Event with respect to such Person under this Agreement, (iii) such Person is not the Trust Advisor or an Affiliate of the Trust Advisor and there exists no agreement as a result of which, whether or not subject to any condition or contingency, such Person would become an Affiliate of the Trust Advisor or merge or be consolidated with or into the Trust Advisor (regardless of the identity of the surviving Person) or succeed to any portion of the business of the Trust Advisor that includes the Trust Advisor’s rights or duties under this Agreement, (iv) neither such Person nor any Affiliate of such Person is obligated, whether by agreement or otherwise, and whether or not subject to any condition or contingency, to pay any fee to, or otherwise compensate or grant monetary or other consideration to, the Trust Advisor or any Affiliate thereof in connection with this Agreement, (x) in connection with the special servicing obligations that such Person would assume under this Agreement or the performance thereof or (y) in connection with the appointment of such Person as, or any recommendation by the Trust Advisor for such Person to become, the successor Special Servicer, (v) such Person is not entitled to receive any compensation from the Trust Advisor in connection with its activities under this Agreement and (vi) such Person is not entitled to receive from the Trust Advisor or any Affiliate thereof any fee in connection with the appointment of such Person as successor Special Servicer, unless, in the case of each of the foregoing clauses (i) through (vi), the appointment of such Person as successor Special Servicer has been expressly approved by 100% of the Certificateholders; and (B) is not a Prohibited Party and has not been terminated in the capacity of Master Servicer or Special Servicer hereunder in whole or in part as a result of a Servicer Termination Event under Section 7.01(a)(xv), unless the appointment of such Person as successor Special Servicer has been expressly approved by Depositor acting in its reasonable discretion.

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

  • Contributing Partner means each Partner contributing (or deemed to have contributed on termination and reconstitution of the Partnership pursuant to Section 708 of the Code or otherwise) a Contributed Property.

  • Class B operator means the individual who has day-to-day responsibility for implementing applicable regulatory requirements established by the department. The Class B operator typically implements in-field aspects of operation, maintenance, and associated record keeping for the UST systems.

  • Honorary Life Member means a Member who has been elected as such by the Board;

  • Non-Managing Member means any Member other than the Managing Member.

  • Outside Special Servicer With respect to an Outside Serviced Mortgage Loan, the special servicer under the applicable Outside Servicing Agreement.

  • Participating Entity means a state (as well as the District of Columbia and US territories), city, county, district, other political subdivision of a State, or a nonprofit organization under the laws of some states properly authorized to enter into a Participating Addendum, that has executed a Participating Addendum.

  • Class A operator means the individual who has primary responsibility to operate and maintain the UST system in accordance with applicable requirements. The Class A operator typically manages resources and personnel, such as establishing work assignments, to achieve and maintain compliance with regulatory requirements under this chapter.

  • Permitted Special Servicer/Affiliate Fees Any commercially reasonable treasury management fees, banking fees, title insurance and/or other insurance commissions and fees, title agency fees, and appraisal review fees received or retained by the Special Servicer or any of its Affiliates in connection with any services performed by such party with respect to any Serviced Loan or REO Property, in each case, in accordance with Article III of this Agreement.

  • Participating Entities and “Participating Entity” are defined on the Coversheet.

  • Eligible Operating Advisor An entity (i) that is the special servicer or operating advisor on a transaction rated by any of Moody’s, Fitch, KBRA, S&P and/or DBRS Morningstar but has not been the special servicer or operating advisor on a transaction for which Moody’s, Fitch, KBRA, S&P and/or DBRS Morningstar has qualified, downgraded or withdrawn its rating or ratings of, one or more classes of certificates for such transaction citing servicing concerns with the special servicer or operating advisor, as applicable, as the sole or material factor in such rating action, (ii) that (x) has been regularly engaged in the business of analyzing and advising clients in commercial mortgage-backed securities matters and has at least five years of experience in collateral analysis and loss projections, and (y) has at least five years of experience in commercial real estate asset management and experience in the workout and management of distressed commercial real estate assets, (iii) that can and will make the representations and warranties set forth in Section 2.09(a) of this Agreement, (iv) that is not (and is not affiliated with) the Depositor, the Trustee, the Certificate Administrator, the Master Servicer, the Special Servicer, any Mortgage Loan Seller, any Directing Holder, any Consulting Party or a depositor, a trustee, a certificate administrator, a master servicer or a special servicer with respect to the securitization of a Companion Loan, or any of their respective Affiliates, (v) that has not been paid any fees, compensation or other remuneration by any entity acting as Special Servicer or successor Special Servicer (x) in respect of its obligations under this Agreement or (y) for the recommendation of the replacement of the Special Servicer or the appointment of a successor special servicer to become the Special Servicer and (vi) that does not directly or indirectly, through one or more Affiliates or otherwise, own any interest in any Certificates, the Uncertificated VRR Interest, any Mortgage Loans, any Companion Loan or any securities backed by a Companion Loan or otherwise have any financial interest in the securitization transaction to which this Agreement relates, other than in fees from its role as Operating Advisor or any fees to which it is entitled as Asset Representations Reviewer, if the Person acting as Operating Advisor is also acting as Asset Representations Reviewer.

  • Drug-dependent person means a person who is using a

  • Zoning Administrator means the administrator of these rules who is appointed by the natural resources commission.

  • Co-licensed partner means a person who, with at least one other person, has the right to engage in