Recording of Certificate. The General Partner shall take all necessary action to maintain the Partnership in good standing as a limited partnership under the Act, including, without limitation, the filing of the Certificate and such amendments and further certificates as may be necessary under the Act and necessary to qualify the Partnership to do business in such states as the Partnership owns property. The General Partner shall not be required to send a copy of the Partnership's filed Certificate to each Partner and Investor. ARTICLE III PARTNERS; CAPITAL Section 3.1 General Partner; Assignor Limited Partner, Subordinated Limited Partner The name, address and Capital Contribution of the General Partner, the Assignor Limited Partner and the Subordinated Limited Partner are set forth on the Schedule. Upon the dissolution and termination of the Partnership, the General Partner, on or before the later of the last day of the fiscal year in which the dissolution of the Partnership occurs or ninety (90) days after the date of dissolution of the Partnership, shall make a Capital Contribution to the Partnership in an amount equal to the lesser of (A) the deficit balance, if any, in its Capital Account or (B) the excess of 1.01% of the Capital Contributions and Limited Partners (excluding capital contributions of the Assignor Limited Partner on behalf of Investors) over the Capital Contributions previously contributed by the General Partner.
Appears in 2 contracts
Sources: Limited Partnership Agreement (Realty Parking Properties Ii Lp), Limited Partnership Agreement (Realty Parking Properties Ii Lp)