Restriction on Transfers. No Partner shall Transfer or attempt to Transfer any of the Partnership Interests now owned or hereafter acquired by such Partner except to an Authorized Transferee of such Partner in accordance with this Agreement. In the event of any purported or attempted Transfer of Partnership Interests that does not comply with this Agreement, the purported transferee or successor by operation of law shall not be deemed to be a Partner of the Partnership for any purpose and shall not be entitled to any of the rights of a Partner of the Partnership, including, without limitation, the right to vote the Partnership Interests or to receive a certificate for Partnership Interests or any distributions of any kind on or with respect to Partnership Interests. Any purported or attempted Transfer of Partnership Interests made other than in accordance with the provisions of this Agreement shall be void ab initio and the last holder of record who acquired such Partnership Interests in a manner not contrary to the provisions of this Agreement shall be recognized as the holder of such Partnership Interests for all purposes and the Partnership Interests shall continue to be treated as Partnership Interests for all purposes under this Agreement, shall be deemed owned by such recognized holder for purposes of the operation of this Agreement and shall continue to be subject to the terms of this Agreement. The substitution of a trustee of a Partner shall not be prohibited by this Section 8.2, provided that the substitute trustee has executed and delivered to the Partnership a counterpart of this Agreement agreeing to be subject to the restrictions and obligations of a Partner hereunder and to hold all Partnership Interests then owned or later acquired by such Partner in accordance with the terms of this Agreement.
Appears in 74 contracts
Samples: Limited Partnership Agreement (Rankin Alfred M Et Al), Limited Partnership Agreement (Rankin Alfred M Et Al), Limited Partnership Agreement (Rankin Alfred M Et Al)
Restriction on Transfers. No Except as otherwise provided in this Agreement, no Partner shall Transfer shall, either during the Partner’s lifetime or attempt to upon the Partner’s death, Transfer any of the Partnership Interests now owned or hereafter acquired by such Partner. Moreover, no Partner except shall Transfer or attempt to an Authorized Transferee Transfer any Partnership Interest if such Transfer or attempted Transfer is contrary to the provisions of such Partner in accordance with this the HBB Restated Certificate or HBB Stockholders’ Agreement. In the event of any purported or attempted Transfer of Partnership Interests that does not comply with this Agreement, the purported transferee or successor by operation of law shall not be deemed to be a Partner of the Partnership for any purpose and shall not be entitled to any of the rights of a Partner of the Partnership, including, without limitation, the right to vote the Partnership Interests or to receive a certificate for Partnership Interests or any distributions of any kind on or with respect to Partnership Interests. Any purported or attempted Transfer of Partnership Interests made other than in accordance with the provisions of this Agreement shall be void ab initio and the last holder of record who acquired such Partnership Interests in a manner not contrary to the provisions of this Agreement shall be recognized as the holder of such Partnership Interests for all purposes and the Partnership Interests shall continue to be treated as Partnership Interests for all purposes under this Agreement, shall be deemed owned by such recognized holder for purposes of the operation of this Agreement and shall continue to be subject to the terms of this Agreement. The substitution of a trustee of a Partner shall not be prohibited by this Section 8.2, provided that the substitute trustee has executed and delivered to the Partnership a counterpart of this Agreement agreeing to be subject to the restrictions and obligations of a Partner hereunder and to hold all Partnership Interests then owned or later acquired by such Partner in accordance with the terms of this Agreement.”
Appears in 9 contracts
Samples: Limited Partnership Agreement (Rankin Alfred M Et Al), Limited Partnership Agreement (Rankin Alfred M Et Al), Limited Partnership Agreement (Rankin Alfred M Et Al)
Restriction on Transfers. No Except as otherwise provided in this Agreement, no Partner shall Transfer shall, either during the Partner’s lifetime or attempt to upon the Partner’s death, Transfer any of the Partnership Interests now owned or hereafter acquired by such Partner. Moreover, no Partner except shall Transfer or attempt to an Authorized Transferee Transfer any Partnership Interest if such Transfer or attempted Transfer is contrary to the provisions of such Partner in accordance with this the HY Restated Certificate or HY Stockholders’ Agreement. In the event of any purported or attempted Transfer of Partnership Interests that does not comply with this Agreement, the purported transferee or successor by operation of law shall not be deemed to be a Partner of the Partnership for any purpose and shall not be entitled to any of the rights of a Partner of the Partnership, including, without limitation, the right to vote the Partnership Interests or to receive a certificate for Partnership Interests or any distributions of any kind on or with respect to Partnership Interests. Any purported or attempted Transfer of Partnership Interests made other than in accordance with the provisions of this Agreement shall be void ab initio and the last holder of record who acquired such Partnership Interests in a manner not contrary to the provisions of this Agreement shall be recognized as the holder of such Partnership Interests for all purposes and the Partnership Interests shall continue to be treated as Partnership Interests for all purposes under this Agreement, shall be deemed owned by such recognized holder for purposes of the operation of this Agreement and shall continue to be subject to the terms of this Agreement. The substitution of a trustee of a Partner shall not be prohibited by this Section 8.2, provided that the substitute trustee has executed and delivered to the Partnership a counterpart of this Agreement agreeing to be subject to the restrictions and obligations of a Partner hereunder and to hold all Partnership Interests then owned or later acquired by such Partner in accordance with the terms of this Agreement.”
Appears in 7 contracts
Samples: Limited Partnership Agreement (Rankin Alfred M Et Al), Limited Partnership Agreement (Rankin Alfred M Et Al), Limited Partnership Agreement (Rankin Alfred M Et Al)
Restriction on Transfers. No Except as otherwise provided in this Agreement, no Partner shall Transfer shall, either during the Partner's lifetime or attempt to upon the Partner's death, Transfer any of the Partnership Interests now owned or hereafter acquired by such Partner. Moreover, no Partner except shall Transfer or attempt to an Authorized Transferee Transfer any Partnership Interest if such Transfer or attempted Transfer is contrary to the provisions of such Partner in accordance with this the NACCO Restated Certificate or the NACCO Stockholders' Agreement. In the event of any purported or attempted Transfer of Partnership Interests that does not comply with this Agreement, the purported transferee or successor by operation of law shall not be deemed to be a Partner of the Partnership for any purpose and shall not be entitled to any of the rights of a Partner of the Partnership, including, without limitation, the right to vote the Partnership Interests or to receive a certificate for Partnership Interests or any distributions of any kind on or with respect to Partnership Interests. Any purported or attempted Transfer transfer of Partnership Interests made other than in accordance with the provisions of this Agreement shall be void ab initio AB INITIO and the last holder of record who acquired such Partnership Interests in a manner not contrary to the provisions of this Agreement shall be recognized as the holder of such Partnership Interests for all purposes and the Partnership Interests shall continue to be treated as Partnership Interests for all purposes under this Agreement, shall be deemed owned by such recognized holder for purposes of the operation of this Agreement and shall continue to be subject to the terms of this Agreement. The substitution of a trustee of a Partner shall not be prohibited by this Section 8.2, provided that the substitute trustee has executed and delivered to the Partnership a counterpart of this Agreement agreeing to be subject to the restrictions and obligations of a Partner hereunder and to hold all Partnership Interests then owned or later acquired by such Partner in accordance with the terms of this Agreement.
Appears in 2 contracts
Samples: Limited Partnership Agreement (CTR Family Associates Lp), Limited Partnership Agreement (Rankin Alfred M Et Al)
Restriction on Transfers. No Except as otherwise provided in this Agreement, no Partner shall Transfer or attempt to Transfer any of the Partnership Interests now owned or hereafter acquired by such Partner. Moreover, no Partner except shall Transfer or attempt to Transfer any Partnership Interest if such Transfer or attempted Transfer is to a Person other than an Authorized Transferee of such Partner in accordance with this AgreementPartner. In the event of any purported or attempted Transfer of Partnership Interests that does not comply with this Agreement, the purported transferee or successor by operation of law shall not be deemed to be a Partner of the Partnership for any purpose and shall not be entitled to any of the rights of a Partner of the Partnership, including, without limitation, the right to vote the Partnership Interests or to receive a certificate for Partnership Interests or any distributions of any kind on or with respect to Partnership Interests. Any purported or attempted Transfer of Partnership Interests made other than in accordance with the provisions of this Agreement shall be void ab initio and the last holder of record who acquired such Partnership Interests in a manner not contrary to the provisions of this Agreement shall be recognized as the holder of such Partnership Interests for all purposes and the Partnership Interests shall continue to be treated as Partnership Interests for all purposes under this Agreement, shall be deemed owned by such recognized holder for purposes of the operation of this Agreement and shall continue to be subject to the terms of this Agreement. The substitution of a trustee of a Partner shall not be prohibited by this Section 8.2, provided that the substitute trustee has executed and delivered to the Partnership a counterpart of this Agreement agreeing to be subject to the restrictions and obligations of a Partner hereunder and to hold all Partnership Interests then owned or later acquired by such Partner in accordance with the terms of this Agreement.
Appears in 2 contracts
Samples: Limited Partnership Agreement (Rankin Alfred M Et Al), Limited Partnership Agreement (Nacco Industries Inc)
Restriction on Transfers. No Partner shall Transfer Except as otherwise provided in this Agreement, no Shareholder shall, either during the Shareholder's lifetime or attempt to upon the Shareholder's death, Transfer any of the Partnership Interests Shares now owned or hereafter acquired by such Partner except Shareholder. Without limiting the foregoing, a Shareholder shall not transfer any of his, her or its Shares to an Authorized Transferee any Person or in any manner which would cause the Election to be terminated or revoked or which would be contrary to the provisions of such Partner in accordance with this the NACCO Restated Certificate or the NACCO Stockholders' Agreement. In the event of any purported or attempted Transfer of Partnership Interests Restricted Shares that does not comply with this Agreement, the purported transferee or successor by operation of law shall not be deemed to be a Partner shareholder of the Partnership Company for any purpose and shall not be entitled to any of the rights of a Partner shareholder of the PartnershipCompany, including, without limitation, the right to vote the Partnership Interests Shares or to receive a certificate for Partnership Interests Shares or any dividends or other distributions of any kind on or with respect to Partnership InterestsShares. Any purported or attempted Transfer transfer of Partnership Interests Shares made other than in accordance with the provisions of this Agreement shall be void ab initio and the last holder of record who acquired such Partnership Interests Shares in a manner not contrary to the provisions of this Agreement shall be recognized as the holder of such Partnership Interests Shares for all purposes and the Partnership Interests Shares shall continue to be treated as Partnership Interests Shares for all purposes under this Agreement, shall be deemed owned by such recognized holder for purposes of the operation of this Agreement and shall continue to be subject to the terms of this Agreement. The substitution of a trustee of a Partner shall not be prohibited by this Section 8.2, provided that the substitute trustee has executed and delivered to the Partnership a counterpart of this Agreement agreeing to be subject to the restrictions and obligations of a Partner hereunder and to hold all Partnership Interests then owned or later acquired by such Partner in accordance with the terms of this Agreement.
Appears in 1 contract
Restriction on Transfers. No Partner shall Transfer Except as otherwise provided in this Agreement, no Shareholder shall, either during the Shareholder's lifetime or attempt to upon the Shareholder's death, Transfer any of the Partnership Interests Shares now owned or hereafter acquired by such Partner except Shareholder. Without limiting the foregoing, a Shareholder shall not transfer any of his, her or its Shares to an Authorized Transferee any Person or in any manner which would cause the Election to be terminated or revoked or which would be contrary to the provisions of such Partner in accordance with this the NACCO Restated Certificate or the NACCO Stockholders' Agreement. In the event of any purported or attempted Transfer of Partnership Interests Restricted Shares that does not comply with this Agreement, the purported transferee or successor by operation of law shall not be deemed to be a Partner shareholder of the Partnership Company for any purpose and shall not be entitled to any of the rights of a Partner shareholder of the PartnershipCompany, including, without limitation, the right to vote the Partnership Interests Shares or to receive a certificate for Partnership Interests Shares or any dividends or other distributions of any kind on or with respect to Partnership InterestsShares. Any purported or attempted Transfer transfer of Partnership Interests Shares made other than in accordance with the provisions of this Agreement shall be void ab initio AB INITIO and the last holder of record who acquired such Partnership Interests Shares in a manner not contrary to the provisions of this Agreement shall be recognized as the holder of such Partnership Interests Shares for all purposes and the Partnership Interests Shares shall continue to be treated as Partnership Interests Shares for all purposes under this Agreement, shall be deemed owned by such recognized holder for purposes of the operation of this Agreement and shall continue to be subject to the terms of this Agreement. The substitution of a trustee of a Partner shall not be prohibited by this Section 8.2, provided that the substitute trustee has executed and delivered to the Partnership a counterpart of this Agreement agreeing to be subject to the restrictions and obligations of a Partner hereunder and to hold all Partnership Interests then owned or later acquired by such Partner in accordance with the terms of this Agreement.
Appears in 1 contract
Restriction on Transfers. No Except as otherwise provided in this Agreement, no Partner shall Transfer or attempt to Transfer any of the Partnership Interests now owned or hereafter acquired by such Partner. Moreover, no Partner except shall Transfer or attempt to Transfer any Partnership Interest if such Transfer or attempted Transfer is to a Person other than an Authorized Transferee of such Partner in accordance with this AgreementPartner. In the event of any purported or attempted Transfer of Partnership Interests that does not comply with this Agreement, the purported transferee or successor by operation of law shall not be deemed to be a Partner of the Partnership for any purpose and shall not be entitled to any of the rights of a Partner of the Partnership, including, without limitation, the right to vote the Partnership Interests or to receive a certificate for Partnership Interests or any distributions of any kind on or with respect to Partnership Interests. Any purported or attempted Transfer of Partnership Interests made other than in accordance with the provisions of this Agreement shall be void ab initio AB INITIO and the last holder of record who acquired such Partnership Interests in a manner not contrary to the provisions of this Agreement shall be recognized as the holder of such Partnership Interests for all purposes and the Partnership Interests shall continue to be treated as Partnership Interests for all purposes under this Agreement, shall be deemed owned by such recognized holder for purposes of the operation of this Agreement and shall continue to be subject to the terms of this Agreement. The substitution of a trustee of a Partner shall not be prohibited by this Section 8.2, provided that the substitute trustee has executed and delivered to the Partnership a counterpart of this Agreement agreeing to be subject to the restrictions and obligations of a Partner hereunder and to hold all Partnership Interests then owned or later acquired by such Partner in accordance with the terms of this Agreement.
Appears in 1 contract
Samples: Limited Partnership Agreement (Nacco Industries Inc)