Common use of Authority of the General Partner Clause in Contracts

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: (a) invest and reinvest Partnership funds for the purposes set forth in Section 1.4, in any manner deemed advisable by the General Partner; (b) hold, manage, maintain, improve, repair, alter, mortgage, finance, pledge, encumber and otherwise deal with Partnership property; (c) execute any and all agreements, contracts, documents, certificates and instruments necessary or convenient in connection with the Partnership’s business; (d) make loans, sell, exchange, assign, transfer or otherwise dispose of any Partnership property; (e) borrow money and issue evidences of indebtedness necessary, convenient or incidental to the accomplishment of the purposes of the Partnership, and secure the same by mortgage, pledge or other lien on any Partnership property; (f) prepay in whole or in part, refinance, recast, increase, modify or extend any liabilities affecting the Partnership’s property and in connection therewith execute any extensions or renewals of encumbrances on any or all of the Partnership’s property; (g) make any and all elections for federal, state and local tax purposes; (h) take, or refrain from taking, all actions not expressly proscribed or limited by this Agreement as may be necessary or appropriate to accomplish the purposes of the Partnership; and (i) engage in any kind of activity and perform and carry out contracts of any kind necessary or incidental to, or in connection with, the accomplishment of the purposes of the Partnership, as may be lawfully carried on or performed by a partnership under the laws of each state in which the Partnership is then formed or qualified.

Appears in 25 contracts

Samples: Limited Partnership Agreement (Environtech Inc.), Limited Partnership Agreement (Environtech Inc.), Limited Partnership Agreement (Environtech Inc.)

AutoNDA by SimpleDocs

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 which 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 which the General Partner may exercise include, but are not limited to, the following: (a) invest and reinvest Partnership funds for the purposes set forth in Section 1.4, in any manner deemed advisable by the General Partner; (b) hold, manage, maintain, improve, repair, alter, mortgage, finance, pledge, encumber and otherwise deal with Partnership property; (c) execute any and all agreements, contracts, documents, certificates and instruments necessary or convenient in connection with the Partnership’s business; (d) make loans, sell, exchange, assign, transfer or otherwise dispose of any Partnership property; (e) borrow money and issue evidences of indebtedness necessary, convenient or incidental to the accomplishment of the purposes of the Partnership, and secure the same by mortgage, pledge or other lien on any Partnership property; (f) prepay in whole or in part, refinance, recast, increase, modify or extend any liabilities affecting the Partnership’s property and in connection therewith execute any extensions or renewals of encumbrances on any or all of the Partnership’s property; (g) make any and all elections for federal, state and local tax purposes; (h) take, or refrain from taking, all actions not expressly proscribed or limited by this Agreement as may be necessary or appropriate to accomplish the purposes of the Partnership; and (i) engage in any kind of activity and perform and carry out contracts of any kind necessary or incidental to, or in connection with, the accomplishment of the purposes of the Partnership, as may be lawfully carried on or performed by a partnership under the laws of each state in which the Partnership is then formed or qualified.

Appears in 8 contracts

Samples: Limited Partnership Agreement (Environtech Inc.), Limited Partnership Agreement (Environtech Inc.), Limited Partnership Agreement (Environtech Inc.)

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: (a) invest and reinvest Partnership funds for the purposes set forth in Section 1.41.4 above, in any manner deemed advisable by the General Partner; (b) hold, manage, maintain, improve, repair, alter, mortgage, finance, pledge, encumber and otherwise deal with Partnership property; (c) execute any and all agreements, contracts, documents, certificates and instruments necessary or convenient in connection with the Partnership’s business; (d) make loans, sell, exchange, assign, transfer or otherwise dispose of any Partnership property; (e) borrow money and issue evidences of indebtedness necessary, convenient or incidental to the accomplishment of the purposes of the Partnership, and secure the same by mortgage, pledge or other lien on any Partnership property; (f) prepay in whole or in part, refinance, recast, increase, modify or extend any liabilities affecting the Partnership’s property and in connection therewith execute any extensions or renewals of encumbrances on any or all of the Partnership’s property; (g) make any and all elections for federal, state and local tax purposes; (h) take, or refrain from taking, all actions not expressly proscribed or limited by this Agreement as may be necessary or appropriate to accomplish the purposes of the Partnership; and (i) engage in any kind of activity and perform and carry out contracts of any kind necessary or incidental to, or in connection with, the accomplishment of the purposes of the Partnership, as may be lawfully carried on or performed by a partnership under the laws of each state in which the Partnership is then formed or qualified.

Appears in 2 contracts

Samples: Partnership Agreement (Environtech Inc.), Limited Partnership Agreement (Environtech Inc.)

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 which 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 which the General Partner may exercise include, but are not limited to, the following: (a) invest and reinvest Partnership funds for the purposes set forth in Section 1.4, . in any manner deemed advisable by the General Partner; (b) hold, manage, maintain, improve, repair, alter, mortgage, finance, pledge, encumber and otherwise deal with Partnership property; (c) execute any and all agreements, contracts, documents, certificates and instruments necessary or convenient in connection with the Partnership’s business; (d) make loans, sell, exchange, assign, transfer or otherwise dispose of any Partnership property; (e) borrow money and issue evidences of indebtedness necessary, convenient or incidental to the accomplishment of the purposes of the Partnership, and secure the same by mortgage, pledge or other lien on any Partnership property; (f) prepay in whole or in part, refinance, recast, increase, modify or extend any liabilities affecting the Partnership’s property and in connection therewith execute any extensions or renewals of encumbrances on any or all of the Partnership’s property; (g) make any and all elections for federal, state and local tax purposes; (h) take, or refrain from taking, all actions not expressly proscribed or limited by this Agreement as may be necessary or appropriate to accomplish the purposes of the Partnership; and (i) engage in any kind of activity and perform and carry out contracts of any kind necessary or incidental to, or in connection with, the accomplishment of the purposes of the Partnership, as may be lawfully carried on or performed by a partnership under the laws of each state in which the Partnership is then formed or qualified.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Environtech Inc.), Limited Partnership Agreement (Environtech Inc.)

AutoNDA by SimpleDocs

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: (a) invest and reinvest Partnership funds for the purposes set forth in Section 1.4, . in any manner deemed advisable by the General Partner; (b) hold, manage, maintain, improve, repair, alter, mortgage, finance, pledge, encumber and otherwise deal with Partnership property; (c) execute any and all agreements, contracts, documents, certificates and instruments necessary or convenient in connection with the Partnership’s business; (d) make loans, sell, exchange, assign, transfer or otherwise dispose of any Partnership property; (e) borrow money and issue evidences of indebtedness necessary, convenient or incidental to the accomplishment of the purposes of the Partnership, and secure the same by mortgage, pledge or other lien on any Partnership property; (f) prepay in whole or in part, refinance, recast, increase, modify or extend any liabilities affecting the Partnership’s property and in connection therewith execute any extensions or renewals of encumbrances on any or all of the Partnership’s property; (g) make any and all elections for federal, state and local tax purposes; (h) take, or refrain from taking, all actions not expressly proscribed or limited by this Agreement as may be necessary or appropriate to accomplish the purposes of the Partnership; and (i) engage in any kind of activity and perform and carry out contracts of any kind necessary or incidental to, or in connection with, the accomplishment of the purposes of the Partnership, as may be lawfully carried on or performed by a partnership under the laws of each state in which the Partnership is then formed or qualified.

Appears in 1 contract

Samples: Limited Partnership Agreement (Environtech Inc.)

Authority of the General Partner. The General Partner shall have the sole power, right and exclusive right to manage authority on behalf and in the affairs name of the Partnership and shall have any Series to carry out any and all of the rights objectives 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 purposes of the Partnership and its business and affairs shall be made by the consent of a majority in number of to perform all acts which the General Partners then serving. The rights Partner, in its sole and powers that the General Partner absolute discretion, may exercise includedeem necessary or desirable, but are not limited toincluding, without limitation, the followingpower to: (a) invest enter into, and reinvest Partnership funds for take any action under or interpret and construe, any contract, agreement or other instrument (including, without limitation, this Agreement) as the General Partner shall determine to be necessary or desirable to further the purposes set forth in Section 1.4, in any manner deemed advisable by of the General PartnerPartnership; (b) holdopen, manage, maintain, improve, repair, alter, mortgage, finance, pledge, encumber maintain and otherwise deal with Partnership propertyclose bank accounts and draw checks or other orders for the payment of moneys; (c) execute collect all sums due to the Partnership or any Series and all agreements, contracts, documents, certificates contest and instruments necessary or convenient in connection with exercise the Partnership’s businessright to collect all such sums; (d) make loansto the extent that funds of the Partnership or any Series are available therefor, pay as they become due all debts, obligations and operating expenses of the Partnership or such Series; (e) acquire, hold, manage, own, sell, exchangetransfer, convey, assign, transfer exchange or otherwise dispose of any Partnership property; (e) borrow money and issue evidences of indebtedness necessary, convenient or incidental to the accomplishment assets of the Partnership or any Series for purposes of the Partnership, and secure the same by mortgage, pledge Partnership or other lien on any Partnership propertysuch Series only; (f) prepay in whole borrow money or in part, refinance, recast, increase, modify or extend any liabilities affecting otherwise commit the Partnership’s property and in connection therewith execute any extensions or renewals of encumbrances on any or all credit of the Partnership’s propertyPartnership or any Series, the making of voluntary prepayments or extensions of debt and securing debt of the Partnership or any Series with assets of the Partnership or such Series for purposes of the Partnership or such Series only; provided that to the extent such borrowings relate to specific assets of the Partnership or any Series and are made on a recourse basis or a security interest is granted in respect thereof, such recourse or security may be granted only on the assets of the Partnership or any Series in respect of which such borrowings were made; (g) make employ, compensate and dismiss from employment any and all elections employees, attorneys, accountants, consultants, appraisers or custodians of the assets of the Partnership or any Series or other agents, on such terms and for federal, state and local tax purposessuch compensation as the General Partner may determine; (h) takeobtain insurance for the Partnership relating to the indemnification referred to in Section 6.08 hereof; (i) admit additional Partners as provided herein; (j) determine distributions of cash and other property as provided in Section 5.02; (k) dissolve and wind up the Partnership or terminate and wind up each Series as provided in Article XI; (l) bring and defend actions and proceedings at law or equity and before any governmental, administrative or refrain from takingother regulatory agency, body or commission; (m) make all actions not expressly proscribed elections, investigations, evaluations and decisions, binding the Partnership or limited by this Agreement as any Series thereby, that may in the sole judgment of the General Partner be necessary or appropriate desirable for the acquisition, management or disposition of assets, including, without limitation, the exercise of rights to accomplish elect to adjust the purposes tax basis of Partnership or any Series assets; (n) incur expenses and other obligations on behalf of the PartnershipPartnership or any Series in accordance with this Agreement, and, to the extent that funds of the Partnership or any Series are available for such purpose, pay all such expenses and obligations; (o) act for and on behalf of the Partnership and each Series in all matters incidental to the foregoing, including, without limitation, the taking of all actions for which any power of attorney is granted in Section 6.10; and (ip) engage in any kind consult with and seek the advice of activity and perform and carry out contracts of any kind necessary one or incidental to, or in connection with, the accomplishment more of the purposes of the Partnership, as may be lawfully carried on or performed by a partnership under the laws of each state in which the Partnership is then formed or qualifiedLimited Partners.

Appears in 1 contract

Samples: Limited Partnership Agreement (Carlyle Group L.P.)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!