Common use of Purpose and Scope; Actions Consistent with Certificate Clause in Contracts

Purpose and Scope; Actions Consistent with Certificate. The purposes and scope of the Partnership's activities are strictly limited to acquiring, maintaining, owning, leasing, and selling the Project; financing the foregoing activities; and performing all other activities reasonably necessary or incidental to the furtherance of such purposes. The Partnership shall not take any action inconsistent with the Certificate and, to the extent of any inconsistencies between this agreement and the provisions of the Certificate, provisions of the Certificate shall control. The Partnership shall conduct its business at all times so as to comply with the requirements of the Certificate. The provisions of this Section 2.5 are subject in all respects to the "special purpose entity" provisions of Article 12. In addition, the Partnership shall at all times conduct its business so as to comply with the provisions of Article 12 of this Agreement, notwithstanding any other provision in this Agreement to the contrary. The Partners acknowledge receipt of the documents evidencing and securing the Mortgage Loan and are aware of provisions in such documents providing for a default upon occurrence of, among other things, certain property transfers and transfers of interests in the Partnership; the incurrence of certain indebtedness; the creation of certain liens; and the liquidation or dissolution of the Partnership or the General Partner, in each case as more particularly set forth in the documents evidencing or securing the Mortgage Loan.

Appears in 3 contracts

Samples: Limited Partnership Agreement (Cedar Income Fund LTD /Md/), Limited Partnership Agreement (Cedar Income Fund LTD /Md/), Limited Partnership Agreement (Cedar Income Fund LTD /Md/)

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Purpose and Scope; Actions Consistent with Certificate. The purposes and scope of the Partnership's activities are strictly limited to acquiring, maintaining, owning, leasing, and selling the Project; financing the foregoing activities; and performing all other activities reasonably necessary or incidental to the furtherance of such purposes. The Partnership shall not take any action inconsistent with the Certificate and, to the extent of any inconsistencies between this agreement and the provisions of the Certificate, provisions of the Certificate shall control. The Partnership shall conduct its business at all times so as to comply with the requirements of the Certificate. The provisions of this Section 2.5 are subject in all respects to the "special purpose entity" provisions of Article 1214. In addition, the Partnership shall at all times conduct its business so as to comply with the provisions of Article 12 14 of this Agreement, notwithstanding any other provision in this Agreement to the contrary. The Partners acknowledge receipt of the documents evidencing and securing the Mortgage Loan and are aware of provisions in such documents providing for a default upon occurrence of, among other things, certain property transfers and transfers of interests in the Partnership; the incurrence of certain indebtedness; the creation of certain liens; and the liquidation or dissolution of the Partnership or the General Partner, in each case as more particularly set forth for in the documents evidencing or securing the Mortgage Loan.

Appears in 1 contract

Samples: Partnership Agreement (Cedar Income Fund LTD /Md/)

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