General Partner Activities Sample Clauses
The "General Partner Activities" clause defines the scope of activities that the general partner (GP) of a fund or partnership is permitted or restricted from engaging in during the life of the fund. Typically, this clause outlines whether the GP can manage other funds, pursue outside business interests, or must devote a certain amount of time and resources to the current fund. For example, it may require the GP to prioritize the fund’s interests over other ventures or disclose any potential conflicts of interest. The core function of this clause is to ensure that the GP remains focused on the fund’s success and to prevent conflicts that could arise from divided attention or competing commitments.
General Partner Activities. The General Partner agrees that, generally, all business activities of the General Partner, including activities pertaining to the acquisition, development, ownership of or investment in single tenant freestanding commercial real estate and related assets, shall be conducted through the Partnership or one or more Subsidiary Partnerships; provided, however, that, subject to Section 4.02(a)(ii), the General Partner may make direct acquisitions or undertake business activities if such acquisitions or activities are made in connection with the issuance of Additional Securities by the General Partner or the business activity has been approved by a majority of the Independent Directors.
General Partner Activities. The General Partner agrees that, generally, all business activities of the General Partner, including activities pertaining to the acquisition, development, ownership of or investment in real properties or other property, shall be conducted through the Partnership or one or more Subsidiary Partnerships; provided, however, that the General Partner may make direct acquisitions or undertake business activities if such acquisitions or activities are made in connection with the issuance of Additional Securities by the General Partner or the business activity has been approved by a majority of the Independent Directors. If, at any time, the General Partner acquires material assets (other than Partnership Units or other assets on behalf of the Partnership), the definition of “REIT Common Shares Amount” may be adjusted, as reasonably determined by the General Partner, to reflect only the fair market value of a REIT Common Share attributable to the General Partner’s Partnership Units and other assets held on behalf of the Partnership.
General Partner Activities. The General Partner agrees that, generally, all business activities of the General Partner, including activities pertaining to the acquisition, development, ownership of or investment in real property or other property, shall be conducted through the Partnership or one or more Subsidiaries of the Partnership; provided, however, that the General Partner may make direct acquisitions or undertake business activities if such acquisitions or activities are made in connection with the issuance of Additional Securities by the General Partner or the business activity has been approved by a majority of the Independent Trustees. If, at any time, the General Partner acquires material assets (other than Partnership Units or other assets on behalf of the Partnership) without transferring such assets to the Partnership, the definition of “REIT Shares Amount” may be adjusted, as reasonably determined by the General Partner, to reflect only the fair market value of a REIT Share attributable to the General Partner’s Partnership Units and other assets held on behalf of the Partnership.
General Partner Activities. “General Partner Activities” shall have the meaning ascribed to such term in Section 4.2.
General Partner Activities. The General Partner and the Company agree that, generally, all business activities of the General Partner and the Company, including activities pertaining to the acquisition, development or ownership of a healthcare property or other property, shall be conducted through the Partnership or one or more Subsidiaries of the Partnership; provided, however, that the General Partner or the Company may make a direct acquisition or undertake a business activity directly if such acquisition is made in connection with the issuance of Additional Securities and direct acquisition and issuance or the business activity has been approved by a majority of the Board Directors.
General Partner Activities. From the date hereof until the first Business Day following the earlier of (i) the Option Closing Date and (ii) December 31, 2012, and except as contemplated by the Transactions or this Agreement, ERH will not, without the prior written consent of the Partnership:
(a) sell, transfer or otherwise dispose of, or permit any Encumbrance to exist with respect to, any Equity Interests in G&P LLC or Eagle Rock GP; or
(b) cause or permit G&P LLC or Eagle Rock GP to:
(i) conduct any business other than the management of the Partnership;
(ii) issue, sell or otherwise permit to become outstanding, or authorize the creation of, any additional Equity Interests in G&P LLC or Eagle Rock GP;
(iii) make, declare or pay any distribution, other than the distribution of (A) the cash received from the Partnership between the date hereof and the Option Closing Date in respect of the General Partner Interests or the IDRs and (B) Rights received pursuant to the Rights Offering and any Common Units and Warrants received upon the exercise of such Rights;
(iv) incur any indebtedness or other liabilities (whether accrued, absolute, contingent or otherwise) of any nature, other than liabilities incurred in the ordinary course of business consistent with past practice in connection with the management of the Partnership that are subject to reimbursement by the Partnership pursuant to the terms of the Omnibus Agreement;
(v) sell, transfer or otherwise dispose of, or permit any Encumbrance to exist with respect to, any General Partner Units or the general partner interest in Eagle Rock GP;
(vi) split, combine or reclassify any of its Equity Interests or issue or authorize or propose the issuance of any other securities in respect of, in lieu of or in substitution for its Equity Interests; or
(vii) repurchase, redeem or otherwise acquire any of its Equity Interests.
General Partner Activities. The General Partner shall devote such time and attention to the affairs of the Partnership as it deems necessary. Each Partner agrees that the General Partner and any member, manager or officer of the General Partner, may engage in or possess an interest in other business ventures or commercial dealings of every kind and description, independently or with others. The Partners expressly agree that neither the Partnership nor the Limited Partners shall have any rights in or to such other activities, or any profits derived therefrom. In particular, the General Partner may establish additional partnerships in the future, which may require the General Partner to allocate their time between partnerships.
General Partner Activities. The General Partner may engage in --------------------------------- the following types of activities without violating any duty of loyalty that the General Partner may owe to the Partnership or the Limited Partners:
(a) The General Partner may cause the Partnership to enter into contracts and arrangements with the General Partner or Affiliates of the General Partner, provided that the contract or arrangement is not on materially less favorable terms to the Partnership than could reasonably have been expected in dealing with independent third parties for the same or similar services or arrangements.
(b) The General Partner may engage in whatever activities it chooses, whether the same are competitive with the Partnership or otherwise, without having or incurring any obligation to offer any interest or participation in such activities to the Partnership or any other Partner.
General Partner Activities. The General Partner agrees that, generally, all business activities of the General Partner, including activities pertaining to the acquisition, development, ownership of or investment in real properties, mortgage loans, mortgage-backed securities and other assets, shall be conducted through the Partnership or one or more Subsidiaries of the Partnership; provided, that the General Partner may make direct acquisitions or undertake business activities if such acquisitions or activities are made in connection with the issuance of Additional Securities by the Company or the business activity has been approved by a majority of the Independent Directors. If, at any time, the General Partner acquires material assets (other than Partnership Units or other assets on behalf of the Partnership) without transferring such assets to the Partnership, the definition of “REIT Shares Amount” may be adjusted, as reasonably determined by the General Partner, to reflect only the fair market value of a REIT Share attributable to the General Partner’s Partnership Units directly or indirectly owned by the General Partner and other assets held on behalf of the Partnership.
General Partner Activities. 50 6.09 Title to Partnership Assets .....................................................................................50 6.10 Redemption of General Partner’s Partnership Units ..............................................50