Managing General Partner. PRIME GROUP REALTY TRUST, a Maryland real estate investment trust By: /s/ Xxxxxxx X. Xxxxxx ---------------------- Name: Xxxxxxx X. Xxxxxx Title: Executive Vice President LIMITED PARTNERS: ----------------- Each Limited Partner hereby executes this Amendment to the Limited Partnership Agreement.
Managing General Partner. The Managing General Partner shall have the sole and exclusive right and power to manage and control the affairs of and to operate the Partnership and to do all things necessary to carry on the business of the Partnership for the purposes described in Section 1.03 hereof and to conduct the activities of the Partnership as set forth in Article V hereof. No financial institution or any other person, firm, or corporation dealing with the Managing General Partner shall be required to ascertain whether the Managing General Partner is acting in accordance with this Agreement, but such financial institution or such other person, firm, or corporation shall be protected in relying solely upon the deed, transfer, or assurance of and the execution of such instrument or instruments by the Managing General Partner. The Managing General Partner shall devote so much of its time to the business of the Partnership as in its judgment the conduct of the Partnership's business shall reasonably require and shall not be obligated to do or perform any act or thing in connection with the business of the Partnership not expressly set forth herein. The Managing General Partner may engage in business ventures of any nature and description independently or with others and neither the Partnership nor any of its Investor Partners shall have any rights in and to such independent ventures or the income or profits derived therefrom. However, except as otherwise provided herein, the Managing General Partner and any of its Affiliates may pursue business opportunities that are consistent with the Partnership's investment objectives for their own account only after they have determined that such opportunity either cannot be pursued by the Partnership because of insufficient funds or because it is not appropriate for the Partnership under the existing circumstances.
Managing General Partner. The Managing General Partner shall have the sole and exclusive right and power to manage and control the affairs of and to operate the Partnership, to do all things necessary to carry on the business of the Partnership for the purposes described in Section 1.4 and to conduct the activities of the Partnership as set forth in Section 5. No financial institution or any other person, firm, or corporation dealing with the Managing General Partner shall be required to ascertain whether the Managing General Partner is acting in accordance with this Agreement, but such financial institution or such other person, firm, or corporation shall be protected in relying solely upon the deed, transfer, or assurance of, and the execution of such instrument or instruments by, the Managing General Partner. The Managing General Partner shall devote so much of its time to the business of the Partnership as in its judgment the conduct of the Partnership’s business shall reasonably require and shall not be obligated to do or perform any act or thing in connection with the business of the Partnership not expressly set forth herein. The Managing General Partner may engage in business ventures of any nature and description independently or with others and neither the Partnership nor any of the Partners shall have any rights in and to such independent ventures or the income or profits derived therefrom.
Managing General Partner. Except as provided for in Section 10.1, Lakehead GP (or its designee) shall serve as the managing general partner (the “Managing General Partner”) of the Partnership generally and of each Series. Except as expressly provided in this Agreement, all management powers over the business and affairs of the Partnership generally or a Series shall be exclusively vested in the Managing General Partner of the Partnership generally or of such Series, as applicable, and no other General Partner nor any Limited Partner shall have any management power over the business and affairs of the Partnership generally or any Series.
Managing General Partner. Subject to Section 5.11 and the other express limitations set forth in this Agreement, all rights and powers to manage and control the business and affairs of the Partnership shall be vested exclusively in the Managing General Partner, which shall have full authority to exercise in its discretion, on behalf of and in the name of the Partnership, all rights and powers of the sole general partner of a limited partnership formed under the Act. The Managing General Partner shall have the power to delegate all or any part of its rights and powers to manage and control the business and affairs of the Partnership to the Management Team, as provided in Section 5.5, or to such other officers, employees, Affiliates, agents and representatives of the Managing General Partner or the Partnership as it may from time to time deem appropriate. Any authority delegated by the Managing General Partner to any other Person shall be subject to the limitations on the rights and powers of the Managing General Partner specifically set forth in this Agreement.
Managing General Partner. The Managing General Partner may not Transfer its interest in the Partnership or withdraw from the Partnership without the consent of the Non- Managing General Partners.
Managing General Partner. Pursuant to the Partnership Organizational Documents, the Purchaser is hereby admitted to the Partnership as Managing General Partner, with a Percentage Interest as set forth in Exhibit A attached hereto. By signing below, the Purchaser hereby agrees to bound in all respects by the Partnership Organizational Documents. All other general and limited partners in the Partnership are also signing below to signify their concurrence in the admission of the Purchaser as Managing General Partner in the Partnership with Percentage Interest as aforesaid.
Managing General Partner. PRIME GROUP REALTY TRUST, a Maryland real estate investment trust By: /s/ W. Xxxxxxx Xxxxxx ------------------------------- Name: W. Xxxxxxx Xxxxxx ----------------------------- Title: Chief Financial Officer ---------------------------- LIMITED PARTNERS: ---------------- Each Limited Partner hereby executes this Amendment to the Limited Partnership Agreement. By: PRIME GROUP REALTY TRUST, a Maryland real estate investment trust, as attorney-in-fact By: /s/ W. Xxxxxxx Xxxxxx --------------------------- Name: W. Xxxxxxx Xxxxxx ------------------------- Its: Chief Financial Officer -------------------------- EXHIBIT A* Partners, Number of Units and Capital Contributions Number of Capital Common Units Contribution ------------ ------------ Managing General Partner ------------------------ Prime Group Realty Trust 12,980,000 ** 00 Xxxx Xxxxxx Xxxxx Suite 3900 Chicago, IL 60601 Attn: Xxxxxxx X. Xxxxx Xxxxx X. Xxxxxxx General Partner --------------- The Xxxxx Group, L.L.C 927,100 $18,542,000 c/o Xxxxxxx X. Xxxxx 0000 Xxxxxxx Xxxxxx Xxxxxxxx, XX 00000 Limited Partners ---------------- Xxxxxx X. Xxxxxxxx 388,677 $ 7,773,540 Trust Dated May 22, 1992 c/o Xxxxxx X. Xxxxxxxx 0000 Xxxxx Xxxxxxxx, Xxxx 0000 Xxxxxxx, XX 00000 Grandville/Northwestern 9,750 $ 195,000 Management Corporation c/o Xxxxxx X. Xxxxxxxx 0000 Xxxxx Xxxxxxxx, Xxxx 0000 Xxxxxxx, XX 00000 Xxxxxxx X. Xxxxxxxx 54,544 $ 1,090,880 Trust Dated May 21, 1992 c/o Xxxxxx X. Xxxxxxxx 0000 Xxxxx Xxxxxxxx, Xxxx 0000 Xxxxxxx, XX 00000 ------------ * As amended by Amendment No. 1 to the Amended and Restated Agreement of Limited Partnership of Prime Group Realty, L.P. ** This amount shall be inserted by the Managing General Partner. EXHIBIT A - CONT'D Partners, Number of Units and Capital Contributions Number of Capital Common Units Contribution ------------ ------------ Limited Partners ---------------- Xxxx Xxxxxxxx 1991 Trust 169,053 $ 3,381,060 c/o Xxxxxx X. Xxxxxxxx 0000 Xxxxx Xxxxxxxx, Xxxx 0000 Xxxxxxx, XX 00000 Xxxxxxx Xxxxxxxx 1991 Trust 169,053 $ 3,381,060 c/o Xxxxxx X. Xxxxxxxx 0000 Xxxxx Xxxxxxxx, Xxxx 0000 Xxxxxxx, XX 00000 Xxxxxx X. Xxxxx 33,085 $ 661,700 000 Xxxxx Xxxx Xxxxxxxx Xxxx, XX 00000 Xxxxxxx X. Xxxxxxx 28,805 $ 576,100 000 Xxxx Xxxxxxx Waukegan, IL 60085 Grandville Road Property, Inc. 7,201 $ 144,020 c/o Xx. Xxxxxxx X. Shubert 000 Xxxx Xxxxxxx Waukegan, IL 60085 Sky Harbor Associates 62,149 $ 1,242,980 c/o Xxxxxx X. Xxxxxxxxx 0000 Xxxxx Xxxxxxxx Lincolnwood, IL 60646 Xxxxxxx X. Xxxxxxxxx 110,...
Managing General Partner. The Managing General Partner shall be MLR and any successor to MLR which becomes a General Partner of the Partnership pursuant to Section 14.8. If there is no such successor, then the Special General Partner shall be Managing General Partner until the Partners have elected a successor to serve as Managing General Partner.
Managing General Partner. The Managing General Partner shall be selected annually from the General Partners by the General Partners as the primary voice and leader of the General Partners. In the event there is only one General Partner, then the single General Partner will be the Managing General Partner. When there are two or more General Partners, the Managing General Partner will be chosen by consensus of the General Partners. The Managing General Partner will be required to have the consent of the other General Partners in the same circumstances where the consent of the Limited Partners is required pursuant to Section 8.4.2.
