Powers and Duties of the General Partners. (a) The General Partners shall have full and complete charge of all affairs of the Partnership, and the management and control of the Partnership's business shall rest exclusively with the General Partners, subject to the terms and conditions of this Agreement. The General Partners shall have a fiduciary responsibility for the safekeeping and use of all funds and assets of the Partnership, whether or not in the General Partners' immediate possession or control. The General Partners shall not employ or permit another to employ such funds or assets in any manner except for the exclusive benefit of the Partnership. The General Partners shall have the rights, powers and authority granted to the General Partners hereunder or by law, or both, to obligate and bind the Partnership and, on behalf and in the name of the Partnership, to take such action as the General Partners deem necessary or advisable including, without limitation, making, executing and delivering purchase and sale, management and other agreements; leases, assignments, deeds and other transfers and conveyances; agreements to purchase, sell, lease or otherwise deal with personal property; escrow instructions; checks, drafts and other negotiable instruments; and all other documents and agreements which the General Partners deem reasonable or necessary in connection with the purchase of the Partnership's properties and the operation and management thereof. The execution and delivery of any such instrument by the General Partners shall be sufficient to bind the Partnership. The Limited Partners cannot contract away the fiduciary duty owed by the General Partners and the Partnership to Limited Partners under common law.
Appears in 2 contracts
Samples: Windsor Park Properties 5, Windsor Park Properties 7
Powers and Duties of the General Partners. (a) The General Partners shall have full and complete charge of all affairs of the Partnership, . and the management and control of the Partnership's business shall rest exclusively with the General Partners, subject to the terms and conditions of this Agreement. The General Partners shall have a fiduciary responsibility for the safekeeping and use of all funds and assets of the Partnership, whether or not in the General Partners' immediate possession or control. The General Partners shall not employ or permit another to employ such funds or assets in any manner except for the exclusive benefit of the Partnership. The General Partners shall have the rights, powers and authority granted to the General Partners hereunder or by lawLaw, or both, to obligate and bind the Partnership and, on behalf and in the name of the Partnership, to take such action as the General Partners deem necessary or advisable including, without limitation, making, executing and delivering purchase and sale, management and other agreements; leases, assignments, deeds and other transfers and conveyances; agreements to purchase, sell, lease or otherwise deal with personal property; escrow instructions; checks, drafts and other negotiable instruments; and all other documents and agreements which the General Partners deem reasonable or necessary in connection with the purchase of the Partnership's properties and the operation and management thereof. The execution and delivery of any such instrument by the General Partners shall be sufficient to bind the Partnership. The Limited Partners cannot contract away the fiduciary duty owed by the General Partners and the Partnership to Limited Partners under common law.
Appears in 1 contract
Samples: Windsor Park Properties 6
Powers and Duties of the General Partners. (a) The General Partners shall have full and complete charge of all affairs of the Partnership, and the management and control of the Partnership's business shall rest exclusively with the General Partners, subject to the terms and conditions of this Agreement. The General Partners shall have a fiduciary responsibility for the safekeeping and use of all funds and assets of the Partnership, whether or not in the General Partners' immediate possession or control. The General Partners shall not employ or permit another to employ such funds or assets in any manner except for the exclusive benefit of the Partnership. The General Partners shall have the rights, powers and authority granted to the General Partners hereunder or by law, or both, to obligate and bind the Partnership and, on behalf and in the name of the Partnership, to take such action as the General Partners deem necessary or advisable including, without limitation, making, executing and delivering purchase and sale, management and other agreements; leases, assignments, deeds and other transfers and conveyances; agreements to purchase, sell, lease or otherwise deal with personal property; escrow instructions; checks, drafts and other negotiable instruments; and all other documents and agreements which the General Partners deem reasonable or necessary in connection with the purchase of the Partnership's properties and the operation and management thereof. The execution and delivery of any such instrument by the General Partners shall be sufficient to bind the Partnership. The Limited Partners cannot contract away the fiduciary duty owed by the General Partners or their affiliates may acquire Units from time to time on their own behalf and for their own benefit. The General Partners or their affiliates may from time to time employ on behalf of the Partnership such persons, firms or corporations as they in their sole judgment shall deem advisable in the operation of the business of the Partnership, including accountants and attorneys, on such terms and for such compensation as they, in their sole judgment, shall determine, provided, however, that the Partnership shall not: (1) make any loans to any sponsor; (2) grant an exclusive right to sell or exclusive employment to sell property for the Partnership to Limited Partners under common law.a sponsor; (3) offer
Appears in 1 contract
Samples: Limited Partnership Agreement (Windsor Park Properties 3)
Powers and Duties of the General Partners. (a) The General Partners shall have full and complete charge of all affairs of the Partnership, and the management and control of the Partnership's business shall rest exclusively with the General Partners, subject to the terms and conditions of this Agreement. The General Partners shall have a fiduciary responsibility for the safekeeping and use of all funds and assets of the Partnership, whether or not in the General Partners' immediate possession or control. The General Partners shall not employ or permit another to employ such funds or assets in any manner except for the exclusive benefit of the Partnership. The General Partners shall have the rights, powers and authority granted to the General Partners hereunder or by law, or both, to obligate and bind the Partnership and, on behalf and in the name of the Partnership, to take such action as the General Partners deem necessary or advisable including, without limitation, making, executing and delivering purchase and sale, management and other agreements; leases, assignments, deeds and other transfers and conveyances; agreements to purchase, sell, lease or otherwise deal with personal property; escrow instructions; checks, drafts and other negotiable instruments; and all other documents and agreements which the General Partners deem reasonable or necessary in connection with the purchase of the Partnership's properties and the operation and management thereof. The execution and delivery of any such instrument by the General Partners shall be sufficient to bind the Partnership. The Limited Partners cannot contract away the fiduciary duty owed by the General Partners or their affiliates may acquire Units from time to time on their own behalf and the Partnership to Limited Partners under common lawfor their own benefit.
Appears in 1 contract
Samples: N Tandem Trust