PURPOSES AND POWERS OF THE PARTNERSHIP. NATURE OF THE BUSINESS OF THE PARTNERSHIP
PURPOSES AND POWERS OF THE PARTNERSHIP. The Partnership is organized for the purpose of seeking long-term capital appreciation through investing in a few (possibly only one) undervalued financial institutions. The Partnership shall have the authority to enter into and perform all contracts and other undertakings, and engage in all other activities and transactions as the General Partner may deem necessary, advisable, or convenient for carrying out the purposes of the Partnership, including (but not limited to) the authority to:
(a) Purchase, hold, sell, exchange, lend, transfer, mortgage, pledge, and otherwise acquire and dispose of, and exercise all rights, powers, privileges, and other incidents of ownership or possession with respect to Investments and the proceeds therefrom;
(b) Purchase and hold for investment Investments which may not be resold in the absence of an effective registration statement relating thereto under the Securities Act or an exemption from such registration requirements;
(c) Organize or participate and invest in one or more joint ventures, partnerships (limited or general), corporations, limited liability companies, or other entities, whether or not controlled by the Partnership.
(d) Borrow or raise moneys and obtain letters of credit, and, from time to time without limitation as to amount or manner and time of repayment, issue, accept, endorse, and execute promissory notes, drafts, bills of exchange, bonds, debentures, and other negotiable or nonnegotiable instruments and evidences of indebtedness, and secure the payment of such or other obligations of the Partnership by mortgage upon, or hypothecation or pledge of, all or part of the property of the Partnership whether at the time owned or thereafter acquired;
(e) Attempt to gain board representation, meet with management of a company to discuss shareholder concerns, initiate the solicitation of proxies, write to other shareholders about a company’s inability to achieve shareholder value or to otherwise influence the policies of the board of a company in which the Partnership invests. The Partnership may also publicize its dissatisfaction with a company through various media, including submitting correspondence between the Partnership and other shareholders to the press, making public statements about the company’s activities or any other actions as deemed appropriate by the General Partner in order to gain the board’s attention.
PURPOSES AND POWERS OF THE PARTNERSHIP. The principal purpose of the Partnership shall be to enter into the Joint Venture Agreement with EPC and the Edge Group II for the purpose of engaging in the business of prospect generation and sales, and activities relating thereto, within the Continental United States and offshore state waters as described in a Private Placement Memorandum for the Edge Group II dated December 13, 1990 which is attached to the Partnership Agreement as an Exhibit. The purposes of this Partnership may be accomplished through:
3.1. a the employment of such parties and personnel and such legal, accounting, geological, geophysical and engineering services and advice as the General Partner deems advisable;
PURPOSES AND POWERS OF THE PARTNERSHIP. The Partnership is organized for the purpose of providing loans or otherwise providing financing (herein together with Loans made under Sec. 2.10, collectively called "Loans") to health care providers secured by equipment, real estate, inventory, stock, accounts receivable or cash flow (herein called "Collateral") and taking such actions as may be necessary or incidental to such purpose. Heath care providers include, without limitation, hospitals, physician groups, nursing homes, out- patient surgery centers, home health care companies, durable medical equipment companies and similar entities (herein called "Health Care Providers"). The Partnership may not engage in any investment, trading or financing activity of any kind other than as set forth above, but subject to such limitation, the Partnership shall have the power to engage in all activities and transactions that the General Partner may deem necessary or advisable in connection with the foregoing purpose.
PURPOSES AND POWERS OF THE PARTNERSHIP. The Partnership has been formed pursuant to the Act for the purposes of (i) owning, operating, maintaining, administering, developing, holding, improving, rehabilitating, redeveloping, renovating, expanding, leasing, mortgaging, selling, exchanging, disposing of, and generally dealing in and with, the Properties and any other property owned by the Partnership, (ii) financing or refinancing for any of the foregoing purposes, or for any other purpose in furtherance of, or necessary, convenient, or incidental to the business or requirements of the Partnership, (iii) seeking to acquire, acquiring, obtaining options or other rights to acquire (pursuant to a purchase for cash and/or other consideration, exchange, merger, contribution to the capital of the Partnership, or otherwise) interests in, or in Persons owning, or owning an interest or interests in property or properties in anticipation of developing same, or any other property as shall be specifically, in all such cases, designated from time to time by the General Partner, (iv) holding an interest as a partner (general and/or limited), member or shareholder in a management leasing, development, administrative or other service company, including interests incidental to such interests, and (v) engaging in any other activities (including the ownership of property) that are in furtherance of or necessary or incidental or related to any of the foregoing. In furtherance of its purposes, but subject to the provisions of this Agreement, the Partnership has the power and is hereby authorized to, directly or indirectly:
(i) retain, own, hold, do business with, acquire (pursuant to a purchase for cash and/or other consideration, exchange, merger, contribution to the capital of the Partnership, or otherwise), renovate, rehabilitate, improve, expand, lease, operate, maintain, and administer and sell, convey, assign, exchange, mortgage, finance, refinance, or demolish, or deal in any manner with, any Property and any real or personal property used in connection therewith or which may be in furtherance of, or necessary, convenient, or incidental to the accomplishment of, the purposes of the Partnership;
(ii) borrow, including, without limitation, borrowing to obtain funds to acquire, own, obtain an option or other right to acquire, develop, and/or improve (including, without limitation, to renovate, rehabilitate, expand, lease, operate, maintain, and administer) an opportunity, and make capital improvements and/or inves...
PURPOSES AND POWERS OF THE PARTNERSHIP. The purposes of the Partnership shall be to promote and fund the design, development, construction, installation, operation, maintenance and purchase of a cogeneration facility ("Facility") to provide electricity, domestic hot water, heating and cooling, or of other facilities, and in connection therewith, to purchase or otherwise acquire, own, hold, lease, manage, operate, develop, exploit, improve, maintain, mortgage or otherwise dispose of, and generally to deal in and with property of any kind, character or description whatsoever, whether real, personal or mixed, tangible or intangible and wheresoever situate or evidenced, and any interests, rights, estates and privileges therein and to do all other things provided the same is not forbidden by the Act or other applicable laws. In furtherance of the purposes of the Partnership, the Partnership shall have the power to do any and all other things whatsoever necessary or desirable in connection with the foregoing or otherwise contemplated by this Agreement.
PURPOSES AND POWERS OF THE PARTNERSHIP. The purpose of the Partnership shall be to acquire and lease commercial properties on which fast-food restaurants which are part of regional or national restaurant chains are or will be located, as more fully described in the Prospectus. Subject to the limiations set forth elsewhere in this Agreement, the Partnership shall be empowered to do or cause to be done, or not to do, any and all acts deemed by the General Partners to be necessary or appropriate or in furtherance of the purpose of the Partnership, including, without limitation, the power and authority.
(a) to acquire, own, lease, manage and/or operate any Properties; (b) to enter into joint venture arrangements or general partnerships with any person or entity wihch is not an Affliate of any of the General Partners for the acquisitions, ownership, leasing, management and/or operation of any Properties, provided that the Partnership has the ability to control the management decisions of any such joint venture or general partnership and there are no duplicate fees; (c) to acquire any personal property necessary or appropriate, in the opinion of the General Partners, for the business of the Partnership; (d) to make such elections under the Code as to the treatment of items of Partnership income, Gain, Loss, deductions and credit, and as to all relevant matters as the General Partners believe necessary, desirable or beneficial to the Limited Partners;
PURPOSES AND POWERS OF THE PARTNERSHIP. The principal purpose of the Partnership shall be as described in a Private Placement Memorandum for the Partnership to which this Agreement was attached as an Exhibit. The purposes of this Partnership may be accomplished through:
(a) The acquisition of a percentage in all of the assets of Twelve Fourteen Corporation including the Corporation's partnership interest in Edge Petroleum Partnership, and the Corporation's existing inventory of interests in oil and gas properties.
(b) The acquisition of a percentage of the 47,500 shares of no par voting common stock of Edge Petroleum Corporation, a Texas corporation, constituting 47.5 percent of the issued and outstanding shares, from Xxxxx X. Xxxxxxx.
(c) The acquisition of a percentage interest in the oil and gas prospects owned by Xxxxx X. Xxxxxxx.
(d) The participation in the business operations of Edge Petroleum Partnership, Edge Petroleum Corporation, and the Edge-Group Partnership in the manner and to the extent permitted in their respective charters or agreements.
(e) The conducting of geological, geophysical and other exploratory investigations.
(f) The employment of such parties and personnel and such legal, accounting, geological geophysical and engineering services and advice as the General Partner deems advisable.
(g) The payment (or where appropriate in the judgment of the General Partner, the failure to make payment) of delay rentals on leases or leasehold interests acquired by the Edge-Group Joint Venture.
(h) The making or giving of dryhole or bottomhole contributions in the form acreage, money or both to encourage drilling by others in the vicinity of or on Edge-Group Joint Venture acreage.
(i) The execution of all documents or instruments of any kind which the General Partner may deem appropriate for carrying out the purposes of the Partnership.
(j) The purchase and establishment of inventories of pipe and other equipment and material.
PURPOSES AND POWERS OF THE PARTNERSHIP. 8 Article 3.
PURPOSES AND POWERS OF THE PARTNERSHIP. (a) The Partnership has been organized for the purpose of seeking capital appreciation through its trading activities in Securities as described below, and to engage in all activities and transactions as the Managing General Partners may deem necessary or advisable in connection therewith, including, without limitation:
(i) To invest in, purchase or otherwise acquire and hold, sell, trade, transfer, exchange or otherwise dispose or realize upon securities of any and all types and descriptions (whether or not readily marketable or subject to a resale restriction in the absence of an effective registration statement under the Securities Act, or an exemption from such registration requirement) including, but not limited to, shares of capital stock, preferred stock, bonds, notes, debentures, convertible equity securities, convertible debt instruments, trust receipts, mortgages, evidences of indebtedness, certificates of deposit, certificates of interest or participation in any profit-sharing agreements, partnership or joint venture interests (including limited partnership interests), collateral trust certificates, voting trust certificates, currencies, commodities, fixed and/or variable annuities, options, certificates, receipts, warrants, futures contracts and other instruments representing rights to receive, purchase, sell or subscribe for any of the foregoing or representing any other rights or interest therein or in any other property or assets, and any and all other interests, certificates, instruments and documents whether now known or hereafter devised which are or may hereafter be commonly known or referred to as securities (all such items being herein collectively referred to as Securities);
(ii) To sell Securities short and to cover such sales;
(iii) To sell or otherwise convey all or substantially all, or part, of the Securities or other assets or property of the Partnership;
(iv) To possess, transfer, mortgage, pledge, hypothecate, create or suffer the creation of security interests in, or otherwise effect transactions in and with, and to exercise all rights, powers, privileges and other incidents of ownership and possession with respect to, Securities held or owned by the Partnership with the intention of preserving, protecting, improving or enhancing the value thereof;
(v) To borrow or raise moneys and, from time to time, to issue, accept, endorse, and execute promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other nego...
