Common use of Unitholders Clause in Contracts

Unitholders. A. The General Partners are authorized to accept orders for Units pursuant to the Offering if, after the acceptance of such orders, the Capital Contributions of the Unitholders are not less than the Minimum Offering Amount and not more than the Maximum Offering Amount; provided, however, that no order for Units sold as part of the Offering shall be accepted after the Termination Date of the Offering. B. All orders for Units shall be received by the Partnership in trust and deposited in an escrow account with the Escrow Agent until the Minimum Offering Amount is received, at which time the Escrow Agent shall release the funds to the Assignor Limited Partner which shall immediately transmit such funds to the Partnership. Orders for Units prior to the receipt of the Minimum Offering Amount shall be accepted or rejected by the General Partners within 30 days after their receipt by the Escrow Agent. Upon accepting an order for a Unit by a Unitholder and release of a Unitholder's funds to the Partnership, an Assigned Limited Partnership Interest shall be credited to the Assignor Limited Partner on the books and records of the Partnership in respect of such Unit and the Assignor Limited Partner shall assign all of its rights with respect to such Assigned Limited Partnership Interest to the Unitholder to the extent permitted by, and in accordance with, the Agreement and applicable law. The Assignor Limited Partner hereby agrees to exercise any and all rights with respect to such Assigned Limited Partnership Interest as directed by the Unitholder. At such times as the General Partners deem practicable and as required by the Act, the Certificate and this Agreement shall be amended to reflect the ownership by the Assignor Limited Partner of Assigned Limited Partnership Interests in the amount of such purchased Units. Any interest earned on moneys paid by Unitholders during the period such moneys are held in escrow shall be paid to the Partnership following the release of orders and shall be distributed in accordance with Section 4.5A hereof. Persons whose orders for Units are rejected by the General Partners shall be returned their moneys (and interest earned thereon) forthwith after such rejection. If the Escrow Agent does not receive orders that are accepted by the General Partners equal to the Minimum Offering Amount on or before the Termination Date of the Offering, the Escrow Agent shall promptly return all moneys deposited by subscribers together with any interest earned on such moneys.