Amendments by Managing General Partner. Notwithstanding any provision of this Agreement to the contrary, the Managing General Partner may, without the necessity of a vote by the Partners, make amendments to this Agreement which are necessary to (i) maintain the status of the Company as a tax partnership under federal and state income tax laws and for other tax purposes; (ii) maintain the Partnership in accordance with the laws of the Commonwealth of Kentucky; (iii) cure any ambiguity or correct or supplement any provision hereof which may be inconsistent with any other provision hereof; or (iv) make, execute and implement any other amendment to this Agreement with respect to administrative matters arising under this Agreement which would not be materially adverse to a Partner's rights and obligations under this Agreement. In all other respects, the Partnership Agreement, as initially adopted effective January 1, 2006, will remain in full force and effect. In order to evidence their understanding of and agreement to all the terms and conditions of this instrument, the parties have signed multiple copies of this Agreement, each one of which, when signed by all the parties, will be considered an original.
Appears in 2 contracts
Samples: Amended and Restated Agreement of Limited Partnership (Trager Scott), Amended and Restated Agreement of Limited Partnership (Gilman Sheldon G)
Amendments by Managing General Partner. Notwithstanding any provision of this Agreement to the contrary, the Managing General Partner may, without the necessity of a vote by the Partners, make amendments to this Agreement which are necessary to (i) maintain the status of the Company as a tax partnership under federal and state income tax laws and for other tax purposes; (ii) maintain the Partnership in accordance with the laws of the Commonwealth of Kentucky; (iii) cure any ambiguity or correct or supplement any provision hereof which may be inconsistent with any other provision hereof; or (iv) make, execute and implement any other amendment to this Agreement with respect to administrative matters arising under this Agreement which would not be materially adverse to a Partner's ’s rights and obligations under this Agreement. In all other respects, the Partnership Agreement, as initially adopted effective January 1, 2006, will remain in full force and effect. In order to evidence their understanding of and agreement to all the terms and conditions of this instrument, the parties have signed multiple copies of this Agreement, each one of which, when signed by all the parties, will be considered an original.. Date: 11/10, 2012 /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx, Co-Trustee of the Xxxx Xxxxxx X. Xxxxxx, Trustee of the Xxxxxx X.
Appears in 1 contract