Common use of Permitted Amendments Clause in Contracts

Permitted Amendments. Except as otherwise set forth in Section 13.2, or otherwise authorized in this Agreement, the consent of the General Partner and a Majority-in-Interest of Limited Partners (which may take the form of negative or deemed consent following written notice of a proposed amendment affording Limited Partners at least fifteen (15) Business Days to object in writing; those that fail to respond within the term set forth in the notice will be deemed to have approved such amendment provided that the General Partner shall have sent a reminder in writing to the relevant Limited Partner if they failed to respond within the first ten (10) Business Days of such fifteen (15) Business Day period, provided however that, to the extent required under the Companies Law, such negative or deemed consent procedure shall not apply to amendments (without limitation) in respect of (i) amending the object of the Partnership, (ii) converting the Partnership into another legal form and (iii) changing the nationality of the Partnership) will be required to approve amendments to this Agreement; provided, however, that the General Partner may not do any of the following without the consent of each Limited Partner adversely affected thereby: (i) increase the liability of a Limited Partner beyond the liability of such investor expressly set forth in this Agreement or otherwise adversely modify or affect the limited liability of such Limited Partner (including for the avoidance of doubt, any increase in the Investment Management Fee rate or change in the Investment Management Fee formula or increase in the Carried Interest rate or change in the Carried Interest formula; (ii) decrease the Interest in the Partnership of any Limited Partner (other than as provided in this Agreement); (iii) change the method of distributions or allocations made to any Limited Partner or (iv) reduce a Capital Account of any Limited Partner other than as contemplated in this Agreement.

Appears in 2 contracts

Sources: Limited Partnership Agreement, Limited Partnership Agreement

Permitted Amendments. Except as otherwise set forth in Section 13.211.2, or otherwise authorized in this Agreement, the consent of the General Partner and a Majority-in-Interest of Limited Partners (which may take the form of negative or deemed consent following written notice of a proposed amendment affording Limited Partners at least fifteen 15 (15fifteen) Business Days to object in writing; those that fail to respond within the term set forth in the notice will be deemed to have approved such amendment provided that the General Partner shall have sent a reminder in writing to the relevant Limited Partner if they failed to respond within the first ten 10 (10ten) Business Days of such fifteen 15 (15fifteen) Business Day period, provided however that, to the extent required under the Companies Law, such negative or deemed consent procedure shall not apply to amendments (without limitation) in respect of (i) amending the object of the Partnership, (ii) converting the Partnership into another legal form and (iii) changing the nationality of the Partnership) will be required to approve amendments to this Agreement; provided, however, that the General Partner may not do any of the following without the consent of each Limited Partner adversely affected thereby: (i) increase the liability of a Limited Partner beyond the liability of such investor expressly set forth in this Agreement or otherwise adversely modify or affect the limited liability of such Limited Partner (including for the avoidance of doubt, any increase in the Investment Portfolio Management Fee rate or change in the Investment Portfolio Management Fee formula or increase in the Carried Interest rate or change in the Carried Interest formula); (ii) decrease the Interest in the Partnership of any Limited Partner (other than as provided in this Agreement); (iii) change the method of distributions or allocations made to any Limited Partner or (iv) reduce a Capital Account of any Limited Partner other than as contemplated in this Agreement.

Appears in 1 contract

Sources: Limited Partnership Agreement