Common use of Conditions to Substitution Clause in Contracts

Conditions to Substitution. An Assignee shall not be entitled to vote on Partnership matters and shall not have any other rights of a Partner other than its right to Profits, Losses and distributions, unless and until the General Partner admits the Assignee as a substituted Limited Partner pursuant to this Section 9.5. An Assignee shall not become a substituted Limited Partner until the Assignee (a) pays all legal expenses of the Partnership incurred in connection with its substitution; (b) submits a duly executed instrument of assignment, in a form satisfactory to the General Partner, (i) specifying the Partnership interest assigned to it, and (ii) setting forth the assigning Limited Partner’s intention that the Assignee succeed to the assigning Limited Partner’s Interest; and (c) executes a copy of this Agreement. The General Partner also may require, as a condition to the admission of a substituted Limited Partner, that the Assignee submit an opinion of counsel, satisfactory in