Duration of Power. The power of attorney granted herein is hereby declared to be irrevocable and a power coupled with an interest in recognition of the fact that each of the Partners will be relying upon the power of the General Partner or Liquidator to act as contemplated by this Agreement in any filing or other action by it on behalf of the Partnership, and it shall survive and not be affected by the subsequent Incapacity of any Limited Partner or Assignee and the transfer of all or any portion of such Limited Partner's or Assignee's Partnership Interest, shall survive the Incapacity of the Limited Partner, and shall extend to such Limited Partner's or Assignee's heirs, successors, assigns and personal representatives. Each such Limited Partner or Assignee hereby agrees to be bound by any action taken by the General Partner or Liquidator, acting in good faith pursuant to such power of attorney; and each such Limited Partner or Assignee hereby waives any and all defenses that may be available to contest, negate or disaffirm the action of the General Partner or Liquidator, taken in good faith under such power of attorney. Each Limited Partner or Assignee shall execute and deliver to the General Partner or the Liquidator, within 15 days after receipt of the General Partner's or Liquidator's request therefor, such further designation, powers of attorney and other instruments as the General Partner or the Liquidator, as the case may be, reasonably deems necessary to effectuate this Agreement and the purposes of the Partnership.
Appears in 4 contracts
Samples: Limited Partnership Agreement (Walden Residential Properties Inc), Limited Partnership Agreement (Walden Residential Properties Inc), Limited Partnership Agreement (Walden Residential Properties Inc)
Duration of Power. The power of attorney granted herein is hereby declared to be irrevocable and a power coupled with an interest in recognition of the fact that each of the Partners will be relying upon the power of the General Partner or Liquidator to act as contemplated by this Agreement in any filing or other action by it on behalf of the Partnership, and it shall shall: (i) survive and not be affected by the subsequent Incapacity of any Limited Partner or Assignee and the transfer of all or any portion of such Limited Partner's or Assignee's Partnership Interest, shall Interests; (ii) survive the Incapacity death, incapacity, bankruptcy or insolvency of the Limited Partner, Partner or Assignee; and shall (iii) extend to such Limited Partner's or Assignee's heirs, successors, assigns and personal representatives. Each such Limited Partner or Assignee hereby agrees to be bound by any action taken by the General Partner or LiquidatorPartner, acting in good faith pursuant to such power of attorney; and each such Limited Partner or Assignee hereby waives any and all defenses that which may be available to contest, negate or disaffirm the action of the General Partner or LiquidatorPartner, taken in good faith under such power of attorney. Each Limited Partner or Assignee shall execute and deliver to the General Partner or the LiquidatorLiquidating Trustee, within 15 fifteen (15) days after receipt of the General Partner's or LiquidatorLiquidating Trustee's request therefor, such further designation, powers of attorney and other instruments as the General Partner or the LiquidatorLiquidating Trustee, as the case may be, reasonably deems necessary to effectuate this Agreement and the purposes of the Partnership.
Appears in 1 contract
Samples: Limited Partnership Agreement (Spieker Properties Inc)
Duration of Power. The power of attorney granted herein in Section 14.12 is hereby declared to be irrevocable and a power coupled with an interest in recognition of the fact that each of the Partners will be relying upon the power of the General Partner or Liquidator to act as contemplated by this Agreement in any filing or other action by it on behalf of the Partnership, and it shall shall: (i) survive and not be affected by the subsequent Incapacity of any Limited Partner or Assignee and the transfer of all or any portion of such the Limited Partner's or Assignee's Partnership Interest, shall Interests; (ii) survive the Incapacity death, incapacity, bankruptcy or insolvency of the Limited Partner, ; and shall (iii) extend to such the Limited Partner's or Assignee's heirs, successorssuccessor, assigns and personal representatives. Each such The Limited Partner or and each such Assignee hereby agrees to be bound by any action taken by the General Partner or LiquidatorPartner, acting in good faith pursuant to such power of attorney; and the Limited Partner and each such Limited Partner or Assignee hereby waives any and all defenses that which may be available to contest, negate or disaffirm the action of the General Partner or LiquidatorPartner, taken in good faith under such power of attorney. Each The Limited Partner or and each such Assignee shall execute and deliver to the General Partner or the LiquidatorLiquidating Trustee, within 15 fifteen (15) days after receipt of the General Partner's or LiquidatorLiquidating Trustee's request therefor, such further designation, powers of attorney and other instruments as the General Partner or the LiquidatorLiquidating Trustee, as the case may be, reasonably deems necessary to effectuate this Agreement and the purposes of the Partnership.
Appears in 1 contract
Samples: Limited Partnership Agreement (Cleveland Indians Baseball Co Inc)