Partnership Powers. In furtherance of the business purpose specified in Section 2.3, the Partnership, and the General Partner on behalf of the Partnership, shall be empowered to do or cause to be done any and all acts reasonably deemed by the General Partner to be necessary or appropriate in furtherance of the purposes of the Partnership or forbear from doing any act if the General Partner reasonably deems such forbearance necessary or appropriate in furtherance of the purposes of the Partnership, including without limitation, the power and authority:
(a) To enter into, perform and carry out contracts and agreements of every kind necessary or incidental to the accomplishment of the Partnership's purposes, including without limitation, contracts and agreements with the General Partner, and to take or omit such other or further action in connection with the Partnership's business as may be necessary or desirable in the opinion of the General Partner to further the purposes of the Partnership, provided, however, that any transaction between the Partnership and Partners or their Affiliates shall be documented and shall become parts of the records of the Partnership;
(b) To borrow from banks and other lenders on such terms and conditions as shall be approved by the General Partner and to secure any such borrowings by mortgaging, pledging or assigning assets and revenues of the Partnership to the extent deemed necessary or desirable by the General Partner;
(c) To invest such funds as are temporarily not required for Partnership purposes in short-term debt obligations selected by the General Partner, including government securities, certificates of deposit of commercial banks (domestic or foreign), commercial paper, bankers' acceptances and other money market instruments; and
(d) To carry on any other activities necessary to, in connection with or incidental to any of the foregoing.
Partnership Powers. 2 SECTION 2 - THE GENERAL PARTNER..........................................................................4
Partnership Powers. The Partnership shall have all powers permitted by law to a limited partnership, including, without limitation, the power to do any act or thing and enter into any contract incidental to, or necessary, proper or advisable for, the operation of the Casino or the accomplishment or attainment of any purpose of the Partnership specified in this Agreement.
Partnership Powers. In furtherance of the purposes specified in Section 1.3 and without limiting the generality of Section 2.1, the Partnership and the General Partner, acting on behalf of the Partnership or on its own behalf and in its own name, as appropriate, shall be empowered to do or cause to be done any and all acts deemed by the General Partner, in its sole judgment, to be necessary, advisable, appropriate, proper, convenient or incidental to or for the furtherance of the purposes of the Partnership including, without limitation, the power and authority:
(a) to acquire, hold, manage, own and Transfer the Partnership's interests in Securities or any other investments made or other property or assets held by the Partnership, in accordance with and subject to the Investment Guidelines;
(b) to establish, have, maintain or close one or more offices within or without the State of Delaware and in connection therewith to rent or acquire office space and to engage personnel;
(c) to open, maintain and close bank and brokerage (including, without limitation, margin) accounts, including, without limitation, to draw checks or other orders for the payment of moneys, to exchange U.S. dollars held by the Partnership into non-U.S. currencies and vice versa, to enter into currency forward and futures contracts and to hedge Portfolio Investments, and to invest funds in Temporary Investments;
(d) to bring, defend, settle and dispose of Proceedings at law or in equity or before any Governmental Authority;
(e) to retain and remove consultants, custodians, attorneys, placement agents, accountants, actuaries and such other agents and employees of the Partnership as it may deem necessary or advisable, and to authorize each such agent and employee to act for and on behalf of the Partnership;
(f) to retain the Manager, as contemplated by Section 7.1, to render investment advisory and managerial services to the Partnership, PROVIDED that such retention shall not relieve the General Partner of any of its obligations hereunder;
(g) to cause the Partnership to enter into and carry out the terms of the Subscription Agreements without any further act, approval or vote of any Partner (including, without limitation, any agreements to induce any Person to purchase a limited partnership interest);
(h) to make all elections, investigations, evaluations and decisions, binding the Partnership thereby, that may, in the sole judgment of the General Partner, be necessary, appropriate, desirable or convenient f...
Partnership Powers. In furtherance of the Partnership's purpose ------------------ specified in Section 1.3, the Partnership shall have all of the powers available to it as a limited partnership under the laws of the State of Delaware, including, without limitation, the power to engage in all activities and transactions necessary or advisable to carry out the Partnership's purpose. The General Partner is authorized to exercise all such powers in the name and on behalf of the Partnership, including, without limitation, the authority:
(a) to invest in any other entity and to sell, transfer, assign, convey, exchange or otherwise dispose of any or all of the properties or assets of the Partnership or its Subsidiaries for cash, stock, securities or any combination thereof on such terms and conditions as may, at any time and from time to time, be determined by the General Partner;
(i) to enter into any instruments or agreements constituting - Indebtedness; (ii) to apply the proceeds of any borrowings under any -- instruments or agreements evidencing or creating any Indebtedness in such manner and for such purposes as the General Partner shall determine; (iii) --- to grant security interests in assets of the Partnership or its Subsidiaries to secure the obligations of the Partnership or its Subsidiaries or any of their respective affiliates with respect to any Indebtedness; and (iv) to guarantee the obligations of the Partnership or -- its Subsidiaries or any of their respective affiliates with respect to any Indebtedness;
(c) to enter into, deliver, perform and carry out contracts and agreements of every kind necessary or incidental to the Partnership's purpose;
(d) to open, maintain, and close bank accounts and draw checks or other orders for the payment of money; and
(e) to take or perform such acts and to execute such agreements, certificates, documents and instruments necessary or advisable to carry out the Partnership's purpose.
Partnership Powers. In furtherance of the purposes specified in Section 1.3 and without limiting the generality of Section 2.1, the Partnership and the General Partner, acting on behalf of the Partnership or on its own behalf and in its own name, as appropriate, shall be empowered to do or cause to be done any and all acts deemed by the General Partner, in its sole judgment, to be necessary, advisable, appropriate, proper, convenient or incidental to or for the furtherance of the purposes of the Partnership including, without limitation, the power and authority:
(a) to acquire, hold, manage, own and Transfer the Partnership's interests in Securities or any other investments made or other property or assets held by the Partnership;
(b) to establish, have, maintain or close one or more offices within or without the Cayman Islands and in connection therewith to rent or acquire office space and to engage personnel;
(c) to open, maintain and close bank and brokerage (including, without limitation, margin) accounts, including, without limitation, to draw checks or other orders for the payment of moneys, to exchange U.S. dollars held by the Partnership into non-U.S. currencies and vice versa, to enter into currency forward and futures contracts and to hedge Portfolio Investments, and to invest funds in Temporary Investments;
(d) to bring, defend, settle and dispose of Proceedings at law or in equity or before any Governmental Authority;
(e) to retain and remove consultants, custodians, attorneys, placement agents, accountants, actuaries and such other agents and employees of the Partnership as it may deem necessary or advisable, and to authorize each such agent and employee to act for and on behalf of the Partnership;
(f) to retain the Manager, as contemplated by Section 7.1, to render investment advisory and managerial services to the Partnership;
(g) to execute, deliver and perform its obligations under the Subscription Agreements and any agreements to induce any Person to purchase limited partnership interests in the Partnership, without any further act, approval or vote of any Partner;
(h) to make all elections, investigations, evaluations and decisions, binding the Partnership thereby, that may, in the sole discretion of the General Partner, be necessary, appropriate, desirable or convenient for the acquisition, holding or Transfer of Securities for the Partnership;
(i) to enter into, deliver, perform and carry out contracts and agreements of every kind necessary or incidental ...
Partnership Powers. 2 Article II
Partnership Powers. In furtherance of the business purpose specified in Section 1.3, the Partnership, and the General Partner on behalf of the Partnership subject to any limitations set forth herein as well as the investor protection provision in Section 7.5, shall be empowered to do or cause to be done any and all acts reasonably deemed by the General Partner to be necessary or appropriate in furtherance of the purposes of the Partnership or forbear from doing any act if the General Partner reasonably deems such forbearance necessary or appropriate in furtherance of the purposes of the Partnership, including, without limitation, the power and authority: Formatted: Font: Times New Roman, 8 pt Formatted: Tab stops: 3", Centered + 6", Right + Not at 0.73" the Partnership; provided, however, that any transaction between the Partnership
1. To enter into, perform and carry out contracts and agreements of every kind necessary or incidental to the accomplishment of the Partnership's purposes, including, without limitation, contracts and agreements with the General Partner and Affiliates of the General Partner, and to take or omit such other or further action in connection with the Partnership's business as may be reasonably deemed by the General Partner to be necessary or appropriate to further the purposes of and the General Partner or its Affiliates shall be documented, shall become part of the records of the Partnership and shall have terms and conditions no less favorable to the Partnership than the terms and conditions available from an unrelated third party;
2. To borrow money from banks and other lenders on such terms and conditions as shall be reasonably deemed by the General Partner to be necessary or appropriate to further the purposes of the Partnership and to secure any such borrowings by mortgaging, pledging or assigning assets and revenues of the Partnership to the extent reasonably deemed by the General Partner to be necessary or appropriate to benefit of the Partnership and to the extent permitted by law;
3. To invest such funds as are temporarily not required for Partnership purposes, subject to the restriction that the General Partner shall not keep a cash reserve in an amount greater than the budgeted expenses for the following 12 months, in short-term debt obligations reasonably deemed by the General Partner to be necessary or appropriate to benefit of the Partnership, including government securities, certificates of deposit of commercial banks (domestic or forei...
Partnership Powers. 2 3.3 Term...................................................................................2
Partnership Powers. In furtherance of the purposes of the Partnership as set forth in Section 3.1, the Partnership shall have the power to do any and all things whatsoever necessary, appropriate or advisable as determined by the General Partner in connection with such purposes, or as otherwise contemplated in this Agreement. The General Partner shall not, however, be entitled to engage in any business other than as set forth in Section 3.1, nor take any action not contemplated in this Agreement.
