Section 121-302. Classes and voting by limited partners  


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  • (a) A partnership
      agreement may provide for classes or groups of limited  partners  having
      such  relative  rights  and  powers  as  the  partnership  agreement may
      provide, and may make provision for the future creation  in  the  manner
      provided  in  the partnership agreement of additional classes of limited
      partners having such relative rights and powers as may from time to time
      be established pursuant to the partnership  agreement  including  rights
      and   duties  senior  to  existing  classes  of  limited  partners.  The
      partnership agreement may grant to or withhold from all or one  or  more
      classes of limited partners the right to vote, on a per capita, class or
      other basis, upon any matter.
        (b) A partnership agreement which grants a right to vote may set forth
      provisions  relating  to  notice  of  the  time, place or purpose of any
      meeting at which any matter is to be voted on by any  limited  partners,
      waiver  of  any  such  notice,  action by consent without a meeting, the
      establishment of a record date, quorum requirements, voting in person or
      by proxy, or any other matter with respect to the exercise of  any  such
      right to vote.