Common use of Prohibited Assignment Clause in Contracts

Prohibited Assignment. No Limited Partner Interests may be Assigned or otherwise transferred: (a) to a non-resident alien unless the General Partners determine that such transfer would not impose unduly burdensome reporting or withholding requirements on the Partnership; (b) to a minor or incompetent (unless a guardian, custodian or conservator has been appointed to handle the affairs of such Person); (c) to any Person not permitted to be a transferee under law including, in particular but without limitation, applicable state securities laws which generally provide that, except in the case of a transfer by gift, inheritance, intra-family transfer, or family dissolution, each transferee of Limited Partner Interests must acquire not fewer than 250 Limited Partner Interests (100 in the case of an IRA or Keogh Plan), and that following a transfer of less than all his L▇▇▇ted ▇▇▇▇▇er Interests, each transferor must retain a sufficient number of Limited Partner Interests to satisfy the minimum investment standards applicable to his initial purchase of Limited Partner Interests; (d) to any Person if such Person would hold after such Assignment fewer than 250 Limited Partner Interests (100 in the case of an IRA or Keogh Plan) unless the General Partners shall give specific writt▇▇ cons▇▇▇ ▇o such Assignment; (e) to any Person if, in the opinion of Counsel to the Partnership, such transfer would result in the assets of the Partnership being "plan assets" or the transactions hereunder being prohibited transactions under ERISA or the Code; or (f) to any Person if, in the opinion of Counsel to the Partnership, such transfer would result in the termination under the Code of the Partnership's taxable year or of its status as a partnership. The General Partners may waive clauses (c) and (d) above if, in their discretion, application of such restrictions would impose a hardship on the holder or would not be in compliance with the listing or quotation requirements of any national securities exchange upon which Units may be listed or NASDAQ if Units may be quoted thereon. Any such attempted Assignment without the express written consent of the General Partners shall be void and ineffectual and shall not bind the Partnership. In the case of a proposed Assignment which is prohibited solely under clause (f) above, however, the Partnership shall be obligated to permit such Assignment to become effective if and when, in the opinion of Counsel to the Partnership, such Assignment would no longer have either of the adverse consequences under the Code which are specified in that clause.

Prohibited Assignment. No Limited Partner Interests may be Assigned or otherwise transferred: (a) to a non-resident alien unless the General Partners determine that such transfer would not impose unduly burdensome reporting or withholding requirements on the Partnershipalien; (b) to a minor or incompetent (unless a guardian, custodian or conservator has been appointed to handle the affairs of such Person); (c) to any Person not permitted to be a transferee under law including, in particular but without limitation, applicable state securities laws which generally provide that, except in the case of a transfer by gift, inheritance, intra-family transfer, or family dissolution, each transferee of Limited Partner Interests must acquire not fewer less than 250 100 Limited Partner Interests (100 in the case of an IRA or Keogh Plan)Interests, and that following a transfer of less than all his L▇▇▇ted ▇▇▇▇▇er Limited Partner Interests, each transferor must retain a sufficient number of Limited Partner Interests to satisfy the minimum investment standards applicable to his initial purchase of Limited Partner Interests; (d) to any Person if such Person would hold after such Assignment fewer less than 250 100 Limited Partner Interests (100 in the case of an IRA or Keogh Plan) unless the General Partners shall give specific writt▇▇ cons▇▇▇ ▇o written consent to such Assignment; (e) to any Person if, in the opinion of Counsel to the Partnership, such transfer would result in the assets of the Partnership being "plan assets" or the transactions hereunder being prohibited transactions under ERISA or the Code; or (f) to any Person if, in the opinion of Counsel to the Partnership, such transfer would result in the termination under the Code of the Partnership's taxable year or of its status as a partnership. The General Partners may waive clauses (c) and (d) above if, in their discretion, application of such restrictions would impose a hardship on the holder or would not be in compliance with the listing or quotation requirements of any national securities exchange upon which Units may be listed or NASDAQ if Units may be quoted thereon. Any such attempted Assignment without the express written consent of the General Partners shall be void and ineffectual and shall not bind the Partnership. In the case of a proposed Assignment which is prohibited solely under clause (fd) above, however, the Partnership shall be obligated to permit such Assignment to become effective if and when, in the opinion of Counsel to the Partnership, such Assignment would no longer have either of the adverse consequences under the Code which are specified in that clause.

Prohibited Assignment. No Limited Partner Interests may be Assigned or otherwise transferred: (a) to a non-resident alien unless the General Partners determine that such transfer would not impose unduly burdensome reporting or withholding requirements on the Partnershipalien; (b) to a minor or incompetent (unless a guardian, custodian or conservator has been appointed to handle the affairs of such Person); (c) to any Person not permitted to be a transferee under law including, in particular but without limitation, applicable state securities laws which generally provide that, except in the case of a transfer by gift, inheritance, intra-family transfer, or family dissolution, each transferee of Limited Partner Interests must acquire not fewer less than 250 100 Limited Partner Interests (100 in the case of an IRA or Keogh Plan)Interests, and that following a transfer of less than all his L▇▇▇ted ▇▇▇▇▇er Limited Partner Interests, each transferor must retain a sufficient number of Limited Partner Interests to satisfy the minimum investment standards applicable to his initial purchase of Limited Partner Interests; (d) to any Person if such Person would hold after such Assignment fewer less than 250 100 Limited Partner Interests (100 in the case of an IRA or Keogh Plan) unless the General Partners shall give specific writt▇▇ cons▇▇▇ ▇o written consent to such Assignment; (e) to any Person if, in the opinion of Counsel to the Partnership, such transfer would result in the assets of the Partnership being "plan assets" or the transactions hereunder being prohibited transactions under ERISA or the Code; or (f) to any Person if, in the opinion of Counsel to the Partnership, such transfer would result in the termination under the Code of the Partnership's taxable year or of its status as a partnership. The General Partners may waive clauses (c) and (d) above if, in their discretion, application of such restrictions would impose a hardship on the holder or would not be in compliance with the listing or quotation requirements of any national securities exchange upon which Units may be listed or NASDAQ if Units may be quoted thereon. Any such attempted Assignment without the express written consent of the General Partners shall be void and ineffectual and shall not bind the Partnership. In the case of a proposed Assignment which is prohibited solely under clause (fd) above, however, the Partnership shall be obligated to permit such Assignment to become effective if and when, in the opinion of Counsel to the Partnership, such Assignment would no longer have either of the adverse consequences under the Code which are specified in that clause.

Prohibited Assignment. No Limited Partner Interests may be Assigned or otherwise transferred: (a) to a non-resident alien unless the General Partners determine that such transfer would not impose unduly burdensome reporting or withholding requirements on the Partnership; (b) to a minor or incompetent (unless a guardian, custodian or conservator has been appointed to handle the affairs of such Person); (c) to any Person not permitted to be a transferee under law including, in particular but without limitation, applicable state securities laws which generally provide that, except in the case of a transfer by gift, inheritance, intra-family transfer, or family dissolution, each transferee of Limited Partner Interests must acquire not fewer than 250 Limited Partner Interests (100 in the case of an IRA ▇▇▇ or Keogh ▇▇▇▇▇ Plan), and that following a transfer of less than all his L▇▇▇ted ▇▇▇▇▇er Limited Partner Interests, each transferor must retain a sufficient number of Limited Partner Interests to satisfy the minimum investment standards applicable to his initial purchase of Limited Partner Interests; (d) to any Person if such Person would hold after such Assignment fewer than 250 Limited Partner Interests (100 in the case of an IRA ▇▇▇ or Keogh ▇▇▇▇▇ Plan) unless the General Partners shall give specific writt▇▇ cons▇▇▇ ▇o written consent to such Assignment; (e) to any Person if, in the opinion of Counsel to the Partnership, such transfer would result in the assets of the Partnership being "plan assets" or the transactions hereunder being prohibited transactions under ERISA or the Code; or (f) to any Person if, in the opinion of Counsel to the Partnership, such transfer would result in the termination under the Code of the Partnership's taxable year or of its status as a partnership. The General Partners may waive clauses (c) and (d) above if, in their discretion, application of such restrictions would impose a hardship on the holder or would not be in compliance with the listing or quotation requirements of any national securities exchange upon which Units may be listed or NASDAQ if Units may be quoted thereon. Any such attempted Assignment without the express written consent of the General Partners shall be void and ineffectual and shall not bind the Partnership. In the case of a proposed Assignment which is prohibited solely under clause (f) above, however, the Partnership shall be obligated to permit such Assignment to become effective if and when, in the opinion of Counsel to the Partnership, such Assignment would no longer have either of the adverse consequences under the Code which are specified in that clause.