Common use of Grant of Power Clause in Contracts

Grant of Power. The undersigned limited partner in the ARCO Chemical Properties, L.P., a Delaware limited partnership (“Partnership”) hereby makes, constitutes and appoints ARCO Chemical Technology Management, Inc. (“General Partner”), or any successor to or assignee of the General Partner’s interest in the Partnership (with full right of substitution), its true and lawful attorney for it and in its name, place and stead and for its use and benefit, subject to the provisions of the ARCO Chemical Properties, L.P. Agreement of Limited Partnership (“Partnership Agreement”), to sign, execute, certify, acknowledge, swear to, file and record a certificate of limited partnership, and to sign, execute, certify, acknowledge, swear to, file and record all other instruments that may be required in connection with the formation of the Partnership, the conduct of the Partnership’s business or the dissolution and winding-up of the Partnership, including agreements or other instruments or documents (i) to reflect the exercise by the General Partner of any of the powers granted to it under the Partnership Agreement; (ii) to reflect any amendment made to the Partnership Agreement; (iii) to reflect the admission to the Partnership of any new or substituted partner or the withdrawal of any partner; (iv) to reflect additional capital contributions made to the Partnership; or (v) that may be required of the Partnership or of the partners by Delaware law or any other applicable law. [m:\wp\rhgcntrc\actech] The undersigned authorizes such attorney-in-fact, subject to the Partnership Agreement, to take any further action that such attorney-in-fact shall consider necessary or advisable in connection with any of the foregoing, hereby giving such attorney-in-fact all power and authority to do and perform each and every act or thing whatsoever requisite or advisable to be done concerning the foregoing as fully as the undersigned might or could do if personally present, and hereby ratifying and confirming all that such attorney-in-fact shall lawfully do or cause to be done by virtue hereof.

Appears in 1 contract

Samples: Agreement of Limited Partnership (LyondellBasell F&F Holdco, LLC)

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Grant of Power. The undersigned limited partner in the ARCO Chemical Properties, L.P., a Delaware limited partnership (“Partnership”) hereby makes, constitutes and appoints ARCO Chemical Technology Management, Inc. (“General Partner”), or any successor to or assignee of the General Partner’s interest in the Partnership (with full right of substitution), its true and lawful attorney for it and in its name, place and stead and for its use and benefit, subject to the provisions of the ARCO Chemical Properties, L.P. Agreement of Limited Partnership (“Partnership Agreement”), to sign, execute, certify, acknowledge, swear to, file and record a certificate of limited partnership, and to sign, execute, certify, acknowledge, swear to, file and record all other instruments that may be required in connection with the formation of the Partnership, the conduct of the Partnership’s business or the dissolution and winding-up of the Partnership, including agreements or other instruments or documents (i) to reflect the exercise by the General Partner of any of the powers granted to it under the Partnership Agreement; (ii) to reflect any amendment made to the Partnership Agreement; (iii) to reflect the admission to the Partnership of any new or substituted partner or the withdrawal of any partner; (iv) to reflect additional capital contributions made to the Partnership; or (v) that may be required of the Partnership or of the partners by Delaware law or any other applicable law. [m:\wp\rhgcntrc\actech] The undersigned authorizes such attorney-in-fact, subject to the Partnership Agreement, to take any further action that such attorney-in-fact shall consider necessary or advisable in connection with any of the foregoing, hereby giving such attorney-in-fact all power and authority to do and perform each and every act or thing whatsoever requisite or advisable to be done concerning the foregoing as fully as the undersigned might or could do if personally present, and hereby ratifying and confirming all that such attorney-in-fact shall lawfully do or cause to be done by virtue hereof.

Appears in 1 contract

Samples: Agreement of Limited Partnership (Lyondell Refining LP, LLC)

Grant of Power. The undersigned limited partner in the ARCO Chemical PropertiesPOSM II Properties Partnership, L.P., a Delaware limited partnership (“Partnership”) hereby makes, constitutes and appoints ARCO Chemical Technology Management, Inc. Company (“General Partner”), or any successor to or assignee of the General Partner’s interest in the Partnership (with full right of substitution), its true and lawful attorney for it and in its name, place and stead and for its use and benefit, subject to the provisions of the ARCO Chemical Properties, L.P. POSM II Properties Limited Partnership Agreement of Limited Partnership (“Partnership Agreement”), to sign, execute, certify, acknowledge, swear to, file and record a certificate of limited partnership, and to sign, execute, certify, acknowledge, swear to, and/or file and record all other agreements or instruments that may be required in connection with the formation of the Partnership, the transfer of assets of the General Partnership to the Partnership, the assumption of liabilities of the General Partnership by the Partnership, the conduct of the Partnership’s business or the dissolution and winding-up of the Partnership, including agreements or other instruments or documents (i) to reflect the exercise by the General Partner of any of the powers granted to it under the Partnership Agreement; (ii) to reflect any amendment made to the Partnership Agreement; (iii) to reflect the admission to the Partnership of any new or substituted partner or the withdrawal of any partner; (iv) to reflect additional capital contributions made to the Partnership; or (v) that may be required of the Partnership or of the partners by Delaware law or any other applicable law. [m:\wp\rhgcntrc\actech] The undersigned authorizes such attorney-in-fact, subject to the Partnership Agreement, to take any further action that such attorney-in-fact shall consider necessary or advisable in connection with any of the foregoing, hereby giving such attorney-in-fact all power and authority to do and perform each and every act or thing whatsoever requisite or advisable to be done concerning the foregoing as fully as the undersigned might or could do if personally present, and hereby ratifying and confirming all that such attorney-in-fact shall lawfully do or cause to be done by virtue hereof.

Appears in 1 contract

Samples: Limited Partnership Agreement (Lyondell Refining LP, LLC)

Grant of Power. The undersigned limited partner in the ARCO Chemical Properties, L.P., a Delaware limited partnership (“Partnership”) Each Partner hereby makes, constitutes constitutes, and appoints ARCO Chemical Technology Management, Inc. (“the General Partner and each successor General Partner”), or any successor to or assignee of the General Partner’s interest in the Partnership (with full right power of substitution)substitution and resubstitution, its true and lawful attorney attorney-in-fact for it and in its name, place place, and stead and for its use and benefit, subject to the provisions of the ARCO Chemical Properties, L.P. Agreement of Limited Partnership (“Partnership Agreement”), to sign, execute, certify, acknowledge, swear to, file file, and record a certificate (a) all certificates of limited partnership, amended name or similar certificates, and other certificates and instruments (including counterparts of this Agreement) which the General Partner may deem necessary or appropriate to signbe filed by the Partnership under the laws of the State of Delaware or any other state or jurisdiction in which the Partnership is doing or intends to do business; (b) any and all amendments or changes to this Agreement and the instruments described in (a), executeas now or hereafter amended, certify, acknowledge, swear to, file and record all other instruments that which the General Partner may be required deem necessary or appropriate to effect a change or modification of the Partnership in connection accordance with the formation terms. of the Partnershipthis Agreement, the conduct of the Partnership’s business including, without limitation, amendments or the dissolution and winding-up of the Partnership, including agreements or other instruments or documents changes to reflect (i) to reflect the exercise by the General Partner of any of the powers power granted to it under the Partnership this Agreement; (ii) to reflect any amendment made to amendments adopted by the Partnership Partners in accordance with the terms of this Agreement; (iii) to reflect the admission to the Partnership of any new or substituted partner or the withdrawal of any partnerPartner; and (iv) the disposition by any Partner of its Interest; and (c) all certificates of cancellation and other instruments which the General Partner may deem necessary or appropriate to reflect additional capital contributions made effect the dissolution and termination of the Partnership pursuant to the Partnershipterms of this Agreement; and (d) any other instrument which is now or (v) that may hereafter be required by law to be filed on behalf of the Partnership or is deemed necessary or appropriate by the General Partner to carry out fully the provisions of the partners by Delaware law or any other applicable lawthis Agreement in accordance with its terms. [m:\wp\rhgcntrc\actech] The undersigned Each Partner authorizes each such attorney-in-fact, subject to the Partnership Agreement, fact to take any further action that which such attorney-in-fact shall consider necessary or advisable in connection with any of the foregoing, hereby giving each such attorney-in-fact all full power and authority to do and perform each and every act or thing whatsoever requisite or advisable to be done concerning in connection with the foregoing as fully as such Partner communication sent by overnight courier, charges prepaid and addressed as follows, or to such other address as such Person may from time to time specify by notice to the undersigned might or could do if personally presentPartners: (a) If to the Partnership, and hereby ratifying and confirming all that such attorneyto the Partnership at the address set forth in Section 1.4 hereof with a copy sent to King & Spalding, 000 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxx 00000-in0000, Attention Xxxxxxx X. Xxxxxx. (b) If to the General Partner, to the address set forth in Section 2.1 hereof with a copy sent to King & Spalding, 000 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxx 00000-fact shall lawfully do or cause to be done by virtue hereof0000, Attention Xxxxxxx X. Xxxxxx.

Appears in 1 contract

Samples: Limited Partnership Agreement (Pepco Holdings Inc)

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Grant of Power. The undersigned limited partner in the ARCO Chemical Properties, L.P., a Delaware limited partnership (“Partnership”) Each Partner hereby makes, constitutes constitutes, and appoints ARCO Chemical Technology Management, Inc. (“the General Partner and each successor General Partner”), or any successor to or assignee of the General Partner’s interest in the Partnership (with full right power of substitution and re-substitution), its true and lawful attorney attorney-in-fact for it and in its name, place place, and stead and for its use use-and benefit, subject to the provisions of the ARCO Chemical Properties, L.P. Agreement of Limited Partnership (“Partnership Agreement”), to sign, execute, certify, acknowledge, swear to, file file, and record a certificate (a) all certificates of limited partnership, amended name or similar certificates, and other certificates and instruments (including counterparts of this Agreement) which the General Partner may deem necessary or appropriate to signbe filed by the Partnership under the laws of the State of Delaware or any other state or jurisdiction in which the Partnership is doing or intends to do business; (b) any and all amendments or changes to this Agreement and the instruments described in (a), executeas now or hereafter amended, certify, acknowledge, swear to, file and record all other instruments that which the General Partner may be required deem necessary or appropriate to effect a change or modification of the Partnership in connection accordance with the formation terms of the Partnershipthis Agreement, the conduct of the Partnership’s business including, without limitation, amendments or the dissolution and winding-up of the Partnership, including agreements or other instruments or documents changes to reflect (i) to reflect the exercise by the General Partner of any of the powers power granted to it under the Partnership this Agreement; (ii) to reflect any amendment made to amendments adopted by the Partnership Partners in accordance-with the terms of this Agreement; (iii) to reflect the admission to the Partnership of any new or substituted partner or the withdrawal of any partnerPartner; and (iv) the disposition by any Partner of its Interest; and (c) all certificates of cancellation and other instruments which the General Partner .may deem necessary or appropriate to reflect additional capital contributions made effect the dissolution and termination of the Partnership pursuant to the Partnershipterms of this Agreement; and (d) any other instrument which is now or (v) that may hereafter be required by law to be filed on-behalf of the Partnership or is deemed necessary or appropriate by the General Partner to carry out fully the provisions of the partners by Delaware law or any other applicable lawthis Agreement in accordance with its terms. [m:\wp\rhgcntrc\actech] The undersigned Each Partner authorizes each such attorney-in-fact, subject to the Partnership Agreement, fact to take any further action that which such attorney-in-fact shall consider necessary or advisable in connection with any of the foregoing, hereby giving each such attorney-in-fact all full power and authority to do and perform each and every act or thing whatsoever requisite or advisable to be done concerning in connection with the foregoing as fully as the undersigned such Partner might or could do if personally presentpersonally, and hereby ratifying and confirming all all-that any such attorney-in-fact shall lawfully do or cause to be done by virtue thereof or hereof.

Appears in 1 contract

Samples: Limited Partnership Agreement (Pepco Holdings Inc)

Grant of Power. The undersigned limited partner in the ARCO Chemical PropertiesWithout limiting any other provision of this Agreement, L.P.Borrower does hereby make, a Delaware limited partnership constitute and appoint Bank (“Partnership”) hereby makes, constitutes and appoints ARCO Chemical Technology Management, Inc. (“General Partner”), or any successor to officer or assignee agent of the General PartnerBank) as Borrower’s interest in the Partnership (with full right of substitution), its true and lawful attorney for it and in its name, place and stead and for its use and benefit, subject to the provisions of the ARCO Chemical Properties, L.P. Agreement of Limited Partnership (“Partnership Agreement”), to sign, execute, certify, acknowledge, swear to, file and record a certificate of limited partnership, and to sign, execute, certify, acknowledge, swear to, file and record all other instruments that may be required in connection with the formation of the Partnership, the conduct of the Partnership’s business or the dissolution and winding-up of the Partnership, including agreements or other instruments or documents (i) to reflect the exercise by the General Partner of any of the powers granted to it under the Partnership Agreement; (ii) to reflect any amendment made to the Partnership Agreement; (iii) to reflect the admission to the Partnership of any new or substituted partner or the withdrawal of any partner; (iv) to reflect additional capital contributions made to the Partnership; or (v) that may be required of the Partnership or of the partners by Delaware law or any other applicable law. [m:\wp\rhgcntrc\actech] The undersigned authorizes such attorney-in-fact, subject with full power of substitution, which appointment may only be exercised and enforced by Bank following the occurrence and during the continuation of an Event of Default, in the name of Borrower or in the name of Bank or otherwise, for the use and benefit of Bank, but at the cost and expense of Borrower, (i) to indorse the Partnership Agreementname of Borrower on any instruments, notes, checks, drafts, money orders, or other media of payment (including payments payable under any policy of insurance on the Collateral) or Collateral that may come into the possession of Bank or any Affiliate of Bank in full or part payment of any of the Obligations; (ii) to take sign and indorse the name of Borrower on any further action that such attorney-in-fact shall consider necessary invoice, freight or advisable express xxxx, xxxx of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications and notices in connection with any Collateral, and any instrument or document relating thereto or to any of Borrower’s rights therein; (iii) to file financing statements pursuant to the Uniform Commercial Code and other notices appropriate under applicable law as Bank deems necessary to perfect, preserve, and protect Bank’s rights and interests under this Agreement; (iv) to take any action, and to sign on behalf of Borrower any document, instrument or agreement, necessary to maintain the domain name(s) of Borrower; (v) to execute on behalf of Borrower any documents, instruments or agreements necessary to transfer registration of such domain name(s) to Bank or its designee; (vi) to obtain the insurance referred to in Section 10.14 of the foregoingFinancing Agreement and indorse any drafts and cancel any insurance so obtained by Bank; (vii) to give written notice to the United States Post Office to effect change(s) of address so that all mail addressed to Borrower may be delivered directly to Bank; and (viii) subject to Permitted Liens, hereby giving such attorney-in-fact all power and authority to do any and perform each and every act all things necessary or thing whatsoever requisite or advisable desirable to be done concerning the foregoing as fully as the undersigned might or could do if personally presentperfect Bank’s security interest in, and hereby ratifying Lien on, and confirming all that such attorney-other rights and interests in-fact shall lawfully do or cause , the Collateral, to be done by virtue hereofpreserve and protect the Collateral and to otherwise carry out this Agreement.

Appears in 1 contract

Samples: Security Agreement (OVERSTOCK.COM, Inc)

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