Common use of Non-Compliant Transfer Clause in Contracts

Non-Compliant Transfer. If a Transfer has been proposed or attempted but the requirements of this Article IX have not been satisfied, the General Partner shall not admit the purported transferee as a Limited Partner but, to the contrary, shall use its commercially reasonable efforts to ensure that the Partnership (i) continues to treat the transferor as the sole owner of the Units purportedly transferred, (ii) makes no distributions to the purported transferee and (iii) does not furnish to the purported transferee any tax or financial information regarding the Partnership. The General Partner shall also use its commercially reasonable efforts to ensure that the Partnership does not otherwise treat the purported transferee as an owner of any Units (either legal or equitable), unless required by law to do so. The Partnership shall be entitled to seek injunctive relief, at the expense of the purported transferor, to prevent any such purported Transfer.

Appears in 1 contract

Sources: Limited Partnership Agreement (Healthcare Royalty, Inc.)

Non-Compliant Transfer. If a Transfer has been proposed or attempted but the requirements of this Article IX 11 have not been satisfied, the General Partner shall not admit the purported transferee as a substituted Limited Partner but, to the contrary, shall use its commercially reasonable best efforts to ensure that the Partnership (ia) continues to treat the transferor as the sole owner of the Units interest in the Partnership purportedly transferred, (iib) makes no distributions to the purported transferee and (iiic) does not furnish to the purported transferee any tax or financial information regarding the Partnership. The General Partner shall also use its commercially reasonable best efforts to ensure that the Partnership does not otherwise treat the purported transferee as an owner of any Units interest in the Partnership (either legal or equitable), unless required by law to do so. The Partnership shall be entitled to seek injunctive reliefrelief to the fullest extent permitted by law, at the expense of the purported transferor, to prevent any such purported Transfer.

Appears in 1 contract

Sources: Limited Partnership Agreement