HomeMy WebLinkAboutSW3240304_Vested Rights Information_20240311 AMENDMENT TO PARTNERSHIP AGREEMENT BY
ALL GENERAL AND LIMITED PARTNERS OF THE
STIR LIMITED PARTNERSHIP
WHEREAS,the STTR LIMITED PARTNERSHIP(the"Partnership")was formed pursuant to the Agreement
of Limited Partnership of the STTR Limited Partnership dated November 23, 1998(the"Agreement");
and;
WHEREAS the Certificate of Limited Partnership for the Partnership was filed with the North Carolina
Secretary of State on November 30,1998,and;
WHEREAS,the Certificate of the Partnership was subsequently amended upon a filing as of November 6,
2014,and;
WHEREAS,all General and Limited Partners of the Partnership have agreed to modify the Agreement to
further provide for the future control and management of the Partnership.
NOW,THEREFORE,the undersigned,being all the General and Limited Partners of the Partnership acting
pursuant to Section 12.5 of the Agreement do hereby agree as follows:
1. Upon the withdrawal of either General Partner under Section 8 of the Agreement,the surviving
General Partner shall have the sole and exclusive right to act individually and to in all respects
manage the Partnership as set forth in Section 6 of the Agreement.
2. If no General Partner shall be surviving,the surviving Limited Partners shall select a new General
Partner as provided under Section 8 of the Agreement by Majority Approval(as defined in the
Agreement and hereby modified),to serve under the terms of Section 6 of the Agreement. The
successors in interest to the interest of any deceased Limited Partner shall have no vote in the
determination of the successor General Partner.
3. Upon the death of any General or Limited Partner,the successor(s)to interest of the deceased
General or Limited Partner shall take no part in the conduct or control of the Partnership
business and shall have no authority or power to act for or bind the Partnership as set for in
Section 12.1 of the Agreement. By way of illustration,but not limitation,the interest of a
deceased General or Limited Partner shall not be included in the calculation of a Majority
Approval or Unanimous Approval(as defined in the Agreement).
4. This Amendment shall be hereafter deemed integral to and a part of the Agreement and,to the
extent there shall be any inconsistency or conflict between the terms and provision of the
Agreement and this Amendment,the terms of this Amendment shall control and the terms of
the Agreement shall be subordinate.
5. It is the intent of this Amendment that the Partnership shall at all times be controlled by the
surviving General and Limited Partners and that the holders of the interests of a deceased
• General or Limited Partner shall be entitled to only their economic interest in the Partnership.
6. Except as hereby amended,the Agreement is hereby ratified and affirmed.
7. This Amendment(a)shall be binding on the executors,administrators,estates, heirs and legal
survivors of the Partners;(b)shall be governed by and construed in accordance with the laws of
the State of North Carolina;and(c)may be executed in several counterparts with the same
effect as if the parties executing the several counterparts had all executed one counterpart as of
the day of year first written provided,however,that each separate counterpart shall have been
executed by the General Partners and that the several counterparts,in the aggregate,shall have
been signed by all of the Partners. Additionally,for purposes of this Amendment,when the
context so requires,the masculine,feminine and neuter genders shall be used interchangeably
and the singular shall include the plural and vice versa.
IN WITNESS WHEREOF,the undersigned, being all of the General and Limited Partners of the
Partnership,have executed this Amendment to the Agreement of Limited Partnership this 2g '
day of Al L1.- ,2020.
Ro Id K.Morrison,General Parker
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• Sonya M.Gales,General Partner
Theo e Dion Morrison,Limited Partner
Ronald Kyle Mor son,Limited P rtner
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Sonya M.Morrison,Limited Partner
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Timothy Wayne Morrison,Limited Partner
411