Authority and Powers of the General Partner Sample Clauses

Authority and Powers of the General Partner. MANAGER The General Partner (or any Manager appointed by it) shall have the power and authority to do all things necessary to carry out the purposes of the Partnership and shall devote as much of its time and attention thereto as shall reasonably be required for the management of the business of the Partnership and shall carry on and manage the same with the assistance from time to time of agents, servants or other employees of the Partnership as it shall deem necessary.
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Authority and Powers of the General Partner. The General Partner shall have the exclusive right and power to manage, operate and control the Company and to do all things and make all decisions necessary or appropriate to carry on the business and affairs of the Company. In addition to the specific rights and powers herein granted to the General Partner, the General Partner shall possess and enjoy and may exercise all the rights and powers of a General Partner under the Act, including the full and exclusive power and authority to act for and to bind the Company. The scope of the General Partner’s power and authority shall encompass all matters connected with or incident to the business of the Company, including but not limited to the power and authority:
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Authority and Powers of the General Partner. 5.5.1 Unless and except to the extent that the General Partner decides that the Manager should exercise any of the powers in paragraphs 5.5.1.1
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Authority and Powers of the General Partner. Except to the extent that, in the case of the powers in Clauses 5.3.2 to 5.3.4, the Manager decides itself to exercise any of those powers instead of the General Partner and notifies the General Partner accordingly, the General Partner shall have full power and authority (to the extent it is consistent with the Management Agreement) to do each of the following acts or things on behalf of the Partnership and so as to bind the Partnership thereby:
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Authority and Powers of the General Partner. 8.2.1 Subject to Clause 8.4 (Removal of the General Partner), the General Partner shall be the only general partner of the Partnership. The General Partner shall have full power and authority to establish the Investment Committee pursuant to Clause 13.1.1 and sign a business innovation consultancy services agreement or deed with the Business Innovation Consultant in such form as it may approve which shall not be inconsistent with the provisions of this Agreement in relation to providing certain advisory services to the General Partner with respect to evaluating and recommending potential innovation projects in respect of the Property.
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Authority and Powers of the General Partner. Except as limited herein, by the Plan or by the Management Agreement, the General Partner shall have full, exclusive and complete discretion in the management and control of the Partnership. The General Partner shall manage and control the affairs of the Partnership and conduct the operations contemplated under this Agreement in a careful and prudent manner and in accordance with good industry practice. Subject to the terms of the Plan and the Management Agreement, the General Partner shall have full power and authority to execute all documents and take all other actions on behalf of the Partnership, thereby binding the Partnership. The General Partner shall have fiduciary responsibility for the safekeeping and use of all funds and assets of the Partnership, whether or not in the General Partner’s possession or control. The General Partner shall not employ, or permit another to employ, such funds or assets in any manner except for the exclusive benefit of the Partnership. Subject to any limitations expressly set forth in this Agreement, and except for those powers and duties delegated to the Independent Manager pursuant to the Management Agreement, the General Partner shall perform or cause to be performed (to the extent not already so performed), in furtherance of the purposes of the Partnership, at the Partnership’s expense and in its name, the acquisition of an equity interest as a limited partner in each Operating Partnership (“Operating Interest”) and the negotiation and coordination of contracts and subcontracts which the General Partner deems necessary, in its sole discretion, for the operation of the Partnership and its business. Without limiting the generality of the foregoing and subject to the Plan and the Management Agreement, the General Partner is expressly authorized to do the following things on behalf of the Partnership:
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Related to Authority and Powers of the General Partner

  • Rights Obligations and Powers of the General Partner 6.1 Management of the Partnership.

  • Powers of the General Partner Subject to the limitations set forth in this Agreement, the General Partner will possess and may exercise all of the powers and privileges granted to it by the Act including, without limitation, the ownership and operation of the assets contributed to the Partnership by the Partners, by any other Law or this Agreement, together with all powers incidental thereto, so far as such powers are necessary or convenient to the conduct, promotion or attainment of the purpose of the Partnership set forth in Section 2.06.

  • Authority of the General Partner The General Partner shall have the sole and exclusive right to manage the affairs of the Partnership and shall have all of the rights and powers that may be possessed by general partners under the Act. If two or more Persons are serving as General Partners, decisions regarding the management of the Partnership and its business and affairs shall be made by the consent of a majority in number of the General Partners then serving. The rights and powers that the General Partner may exercise include, but are not limited to, the following:

  • Purpose and Powers of the Company The Company is organized for the purpose of carrying on any lawful activity for which limited liability companies may be formed under the Act. The Company shall possess and may exercise all of the powers and privileges granted by the Act or by any other law or by this Agreement, together with any powers incidental thereto, so far as such powers and privileges are necessary or convenient to the conduct, promotion or attainment of the business purposes or activities of the Company contemplated by this Agreement.

  • Restrictions on the General Partner’s Authority Except as provided in Article XII and Article XIV, the General Partner may not sell, exchange or otherwise dispose of all or substantially all of the assets of the Partnership Group, taken as a whole, in a single transaction or a series of related transactions without the approval of a Unit Majority; provided, however, that this provision shall not preclude or limit the General Partner’s ability to mortgage, pledge, hypothecate or grant a security interest in all or substantially all of the assets of the Partnership Group and shall not apply to any forced sale of any or all of the assets of the Partnership Group pursuant to the foreclosure of, or other realization upon, any such encumbrance.

  • Reimbursement of the General Partner (a) Except as provided in this Section 7.4 and elsewhere in this Agreement, the General Partner shall not be compensated for its services as a general partner or managing member of any Group Member.

  • Amendments to be Adopted Solely by the General Partner Each Partner agrees that the General Partner, without the approval of any Partner, may amend any provision of this Agreement and execute, swear to, acknowledge, deliver, file and record whatever documents may be required in connection therewith, to reflect:

  • Outside Activities of the General Partner (a) Without the Consent of the Limited Partners, the General Partner shall not directly or indirectly enter into or conduct any business other than in connection with the ownership, acquisition, and disposition of Partnership Interests and the management of its business and the business of the Partnership, and such activities as are incidental thereto.

  • Removal of the General Partner The General Partner may be removed if such removal is approved by the Unitholders holding at least 66 2/3% of the Outstanding Units (including Units held by the General Partner and its Affiliates) voting as a single class. Any such action by such holders for removal of the General Partner must also provide for the election of a successor General Partner by the Unitholders holding a majority of the outstanding Common Units voting as a class and Unitholders holding a majority of the outstanding Subordinated Units (if any Subordinated Units are then Outstanding) voting as a class (including, in each case, Units held by the General Partner and its Affiliates). Such removal shall be effective immediately following the admission of a successor General Partner pursuant to Section 10.2. The removal of the General Partner shall also automatically constitute the removal of the General Partner as general partner or managing member, to the extent applicable, of the other Group Members of which the General Partner is a general partner or a managing member. If a Person is elected as a successor General Partner in accordance with the terms of this Section 11.2, such Person shall, upon admission pursuant to Section 10.2, automatically become a successor general partner or managing member, to the extent applicable, of the other Group Members of which the General Partner is a general partner or a managing member. The right of the holders of Outstanding Units to remove the General Partner shall not exist or be exercised unless the Partnership has received an opinion opining as to the matters covered by a Withdrawal Opinion of Counsel. Any successor General Partner elected in accordance with the terms of this Section 11.2 shall be subject to the provisions of Section 10.2.

  • Liability of the General Partner A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of its officers, directors, agents or employees shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faith.

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