Withdrawing Partners definition

Withdrawing Partners has the meaning set forth in Section 15.1.H hereof.
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Examples of Withdrawing Partners in a sentence

  • In the event of any Withdrawal by a General Partner in violation of this Section 7.1, such General Partner, in addition to being subject to any and all other legal remedies which may be pursued by the Partners, shall forfeit to the Special Limited Partner or its designee, such General Partner's Interest and all unpaid fees from the Partnership and shall remain liable for all of the Withdrawing Partner's obligations under this Agreement.

  • The Withdrawing Partner's Interest shall be purchased by the Partnership on such closing date at a price (the "Withdrawing Purchase Price") which shall be the Appraised Value (as defined in Section 18.1 of this Agreement).

  • If the deposit is greater than the Withdrawing Partner's actual share, the difference will be refunded.

  • The deposit will be applied to the Withdrawing Partner's actual share of such costs when they are ultimately incurred with the Withdrawing Partner remaining liable for its share of the ultimate costs if they are greater than the deposit.

  • The Withdrawing Partners shall allocate the Indemnity among themselves and the Acquirer and the Company shall be entirely freed from their obligation to pay the Indemnity once such Indemnity has been paid pursuant to this Article 2.2.

  • The purchase price for a Withdrawing Partner's Interest in the Partnership shall be One Dollar ($1.00).

  • Withdrawal as described in the first sentence of this Section 14.7 shall, ipso facto, terminate the Withdrawing Partner's status as a Partner, forfeit all voting rights in Partnership affairs and terminate all representation on Partnership Committees and the Management Committee.

  • Pursuant to the transactions --------------------------------- described in the Recitals above, the Withdrawing Partners have ceased to be partners in the Partnership, BPLLC has been admitted as the Managing General Partner of the Partnership with a 0.499798% Percentage Interest and Holdings LLC has been admitted as a Non-Managing General Partner of the Partnership with a 49.479944% Percentage Interest.

  • The "REDEMPTION PRICE" shall be the fair market value of the Withdrawing Partner's interest in the Partnership as of the day on which the Notice of Withdrawal is given pursuant to Section 12.1, determined by agreement between the Withdrawing Partner and the General Partner or, if they cannot agree, by arbitration in accordance with the then current rules of the American Arbitration Association, less the amount of any Partnership distributions to the Withdrawing Partner after such day.

  • On the Closing Date, the Partnership and the Withdrawing Partner shall execute such commercially reasonable documents and instruments of conveyance as may be necessary or appropriate to confirm the redemption of the Withdrawing Partner's interest in the Partnership, and the Withdrawal of the Withdrawing Partner as a Limited Partner as of the Closing Date.

Related to Withdrawing Partners

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

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

  • Hosting Partners means companies who entered into an agreement with CIPC in the areas of application management; application hosting, application service provision, and marketplace hosting are incorporated in this category.

  • 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.

  • General Partners means all such Persons.

  • 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.

  • 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.

  • 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.

  • 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.

  • General Partner Interest means a Partnership Interest held by the General Partner, in its capacity as general partner. A General Partner Interest may be expressed as a number of Partnership Units.

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

  • Limited Partners means all such Persons.

  • Partners means the General Partner and the Limited Partners.

  • 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.

  • Non-Lead Sponsor means the Note A-2 Holder in its capacity as the sponsor with respect to the Non-Lead Securitization Note in connection with the Non-Lead Securitization.

  • Class A Member means a Member holding one or more Class A Ordinary Shares.

  • General Partner means the Company or its successors as general partner 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.

  • Initiating Member shall have the meaning provided in Section 15.2(a).

  • Faculty member means any person hired by the college or District to conduct classroom or teaching activities or who is otherwise considered by the college to be a member of faculty.

  • Class A Members means those Members who have purchased Class A Interests.

  • Defaulting Partner shall have the meaning set forth in Section 9.1.

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

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

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

  • Full Member means any person who is in one of the categories of membership referred to in Rule 10.3.