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HomeMy WebLinkAbout0760 Section 21. Termination of ~he Limited Partnership A. The Limited Partnership shall be terminated a~d . dissolved on December 31, 1991, or on th~ happening of any of the following events, whichever shall occur earlier: 1. Upon the bankruptcy, receivership, death, insanity, or incapacity of the General Partner. 2. Upon the retirement or resignation of the General Partner by ninety (90) days written notice to all other Members. 3. By ~n instru~ent executed by Limited Partners owning t~vo-thirds ~(2/3) of the to~al Units then owned. Section 22. Liquidation after Termination A. Upon the termi.nation of the Limited Partnership, a statement shall be prepared setting forth the assets and ~ liabil?ties oi"' the Limited Partnership, and a copy of such state~ent sr~ll be furnished to each of the Members and assignees as promptly as possible. - E. ',"~e~ such termination, if the Limited Partnership ~ shall o.~:. v^~ Rea? Property or any part thereof, t~Iembers owning a ma3ori*~; o' che Units then owned shall determine whether: ; 1. ~~s~r~oution of the assets of the Limited Partnership ~ shal? be r~?ce in kind as we-11 as in cash and upon what terms ~ z~d cor.ditions; provided, however, that if said ma~.ority agree ~ cpon distr~bution in kind in whole or in part, but said ma~ority 3 ~ do not agree as to the value of any property to be distributed ~ in kind then it is agreed that ari independent and disinterested appraiser shall be chosen by said ma~ority which appraiser shal? . proceed to appraise any property, and whose finding shall ~ be binding upon all Members hereto. 2. The Real Property shall be sold and, if sold, a similar ~ ma~ority shall decide in what manner and ur.der w:~at terms ar.d ~ . ~ condit~ions it should be sold; or ~ . w4 ~ 3. Undivided interests in the Real Proper~;~ shall be ~ ~ ~ distributed to the Members. ~ ~ P ~ Section 23. Power of Attor^e:; ~ A. Each of tr.e Li~i~~c = 2^~:-~„s irrevocabl consti ~ut~s f ~ go~K 285 F~,~: 7'48 ~ . ~ -lo- ; t