Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates: (i) to serve as a member, the sole member and the managing member of Associates and perform the functions of a member, the sole member and the managing member of Associates specified in the Associates LLC Agreement and to invest in GP-Related Investments and acquire and invest in Securities, (ii) to serve as a capital partner of BCVP (including any Alternative Vehicle and any Parallel Fund) and perform the functions of a capital partner of BCVP (including any Alternative Vehicle and any Parallel Fund) specified in the BCVP Agreements, (iii) to make the Blackstone Commitment or a portion thereof, either directly or indirectly through Associates, and to invest in Capital Commitment Investments and acquire and invest in Securities or other property (directly or indirectly through Associates and/or BCVP (including any Alternative Vehicle and any Parallel Fund), (iv) to serve as a general partner or limited partner of other partnerships and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated or otherwise modified from time to time, of any such partnerships, (v) to serve as a member of limited liability companies and perform the functions of a member specified in the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any such limited liability companies, (vi) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates LLC Agreement, the BCVP Agreements, the respective partnership agreements, as amended, supplemented, restated or otherwise modified from time to time, of any partnership referred to in clause (iv) above and the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any limited liability company referred to in clause (v) above, (vii) any other lawful purpose, and (viii) to do all things necessary, desirable, convenient or incidental thereto. (b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following: (i) to be and become a general or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith; (ii) to acquire and invest in general or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts; (iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not; (iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments; (v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company; (vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness; (vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest; (viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices; (ix) to open, maintain and close accounts, including margin accounts, with brokers; (x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys; (xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable; (xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies; (xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes; (xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith; (xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and (xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware law.
Appears in 2 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:
affiliates, (i) to serve as a member, general partner of the sole member and the managing member of Associates Funds and perform the functions of a member, the sole member and the managing member of Associates general partner specified in the Associates LLC Agreement and to invest in GP-Related Investments and acquire and invest in Securities,
Fund Agreements, (ii) to serve as a capital partner of BCVP (including any Alternative Vehicle and any Parallel Fund) and perform the functions of a capital partner of BCVP (including any Alternative Vehicle and any Parallel Fund) specified in the BCVP Agreements,
(iii) to make the Blackstone Commitment or a portion thereof, either directly or indirectly through Associates, and to invest in Capital Commitment Investments and acquire and invest in Securities or other property (directly or indirectly through Associates and/or BCVP (including the Funds(including any Alternative Investment Vehicle and any Parallel Fundparallel funds),
, (iviii) to serve as a general partner or limited partner of other partnerships and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such partnerships,
partnership, (viv) to serve as a member of limited liability companies and perform the functions of a member specified in the respective limited liability company agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such limited liability companies,
company, (viv) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates LLC Agreement, the BCVP Fund Agreements, the respective partnership agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any partnership referred to in clause (iviii) above and the respective limited liability company agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any limited liability company referred to in clause (viv) above,
, (viivi) any other lawful purpose, and
and (viiivii) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware law.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Blackstone Group L.P.), Limited Liability Company Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:,
(i) to serve as a member, the sole member and the managing member general partner of Associates GTOP and perform the functions of a member, the sole member and the managing member general partner of Associates GTOP specified in the Associates LLC Agreement and to invest in GP-Related Investments and acquire and invest in SecuritiesGTOP Agreements,
(ii) to serve as a capital partner and/or limited partner of BCVP (including any Alternative Vehicle and any Parallel Fund) GTOP and perform the functions of a capital partner and/or limited partner of BCVP (including any Alternative Vehicle and any Parallel Fund) GTOP specified in the BCVP GTOP Agreements,
(iii) to make the Blackstone Commitment or a portion thereof, either directly or indirectly through Associates, and to invest in Capital Commitment Investments and acquire and invest in Securities or other property (directly or indirectly through Associates and/or BCVP (including any Alternative Vehicle and any Parallel Fund),
(iv) to serve as a general partner or limited partner of other partnerships and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such partnerships,
(viv) to serve as a member of limited liability companies and perform the functions of a member specified in the respective limited liability company agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such limited liability companiescompany,
(v) to invest in Capital Commitment Investments and/or GP-Related Investments and acquire and invest in Securities or other property (directly or indirectly through GTOP, including, without limitation, in connection with any action referred to in any of clauses (i) through (iv) above,
(vi) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates LLC Agreement, the BCVP GTOP Agreements, the respective partnership agreements, as amended, supplemented, restated or otherwise modified from time to time, agreement of any partnership referred to in clause (iviii) above and the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, agreement of any limited liability company referred to in clause (viv) above, in the case of each of the foregoing, as amended, supplemented or otherwise modified from time to time,
(vii) any other lawful purpose, and
(viii) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware law.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Blackstone Group L.P.), Limited Liability Company Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:,
(i) to serve as a member, the sole member general partner of BGCS (including any Alternative Vehicle and the managing member of Associates any Parallel Fund) and perform the functions of a member, the sole member general partner of BGCS (including any Alternative Vehicle and the managing member of Associates any Parallel Fund) specified in the Associates LLC Agreement and to invest in GP-Related Investments and acquire and invest in SecuritiesBGCS Agreements,
(ii) to serve as a capital partner and/or limited partner of BCVP BGCS (including any Alternative Vehicle and any Parallel Fund) and perform the functions of a capital partner and/or limited partner of BCVP BGCS (including any Alternative Vehicle and any Parallel Fund) specified in the BCVP BGCS Agreements,
(iii) to make the Blackstone Commitment or a portion thereof, either directly or indirectly through Associates, and to invest in Capital Commitment Investments and acquire and invest in Securities or other property (directly or indirectly through Associates and/or BCVP (including any Alternative Vehicle and any Parallel Fund),
(iv) to serve as a general partner or limited partner of other partnerships and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such partnershipspartnership,
(viv) to serve as a member of limited liability companies and perform the functions of a member specified in the respective limited liability company agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such limited liability companiescompany,
(v) to invest in Capital Commitment Investments and/or GP-Related Investments and acquire and invest in Securities or other property (directly or indirectly through BGCS (including any Alternative Vehicle and any Parallel Fund), including, without limitation, in connection with any action referred to in any of clauses (i) through (iv) above,
(vi) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates LLC Agreement, the BCVP BGCS Agreements, the respective partnership agreements, as amended, supplemented, restated or otherwise modified from time to time, agreement of any partnership referred to in clause (iviii) above and the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, agreement of any limited liability company referred to in clause (viv) above, in the case of each of the foregoing, as amended, supplemented or otherwise modified from time to time,
(vii) any other lawful purpose, and
(viii) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware law.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Blackstone Group L.P.), Limited Liability Company Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:,
(i) to serve as a member, the sole member and the managing member general partner of Associates GCOF II and perform the functions of a member, the sole member and the managing member general partner of Associates GCOF II specified in the Associates LLC Agreement and to invest in GP-Related Investments and acquire and invest in SecuritiesGCOF II Agreements,
(ii) to serve as a capital partner and/or limited partner of BCVP (including any Alternative Vehicle and any Parallel Fund) GCOF II and perform the functions of a capital partner and/or limited partner of BCVP (including any Alternative Vehicle and any Parallel Fund) GCOF II specified in the BCVP GCOF II Agreements,
(iii) to make the Blackstone Commitment or a portion thereof, either directly or indirectly through Associates, and to invest in Capital Commitment Investments and acquire and invest in Securities or other property (directly or indirectly through Associates and/or BCVP (including any Alternative Vehicle and any Parallel Fund),
(iv) to serve as a general partner or limited partner of other partnerships and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such partnerships,
(viv) to serve as a member of limited liability companies and perform the functions of a member specified in the respective limited liability company agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such limited liability companiescompany,
(v) to invest in Capital Commitment Investments and/or GP-Related Investments and acquire and invest in Securities or other property (directly or indirectly through GCOF II (including any Alternative Investment Vehicles and any parallel funds), including, without limitation, in connection with any action referred to in any of clauses (i) through (iv) above,
(vi) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates LLC Agreement, the BCVP GCOF II Agreements, the respective partnership agreements, as amended, supplemented, restated or otherwise modified from time to time, agreement of any partnership referred to in clause (iviii) above and the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, agreement of any limited liability company referred to in clause (viv) above, in the case of each of the foregoing, as amended, supplemented or otherwise modified from time to time,
(vii) any other lawful purpose, and
(viii) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware law.
Appears in 2 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:,
(i) to serve as a member, the sole member and the managing member general partner of Associates GEP and perform the functions of a member, the sole member and the managing member general partner of Associates GEP specified in the Associates LLC Agreement and to invest in GP-Related Investments and acquire and invest in SecuritiesGEP Agreements,
(ii) to serve as as, and hold the Capital Commitment GEP as, a capital partner (and, if applicable, a limited partner and/or a general partner) of BCVP (including any Alternative Vehicle and any Parallel Fund) GEP and perform the functions of a capital partner (and, if applicable, a limited partner and/or a general partner) of BCVP (including any Alternative Vehicle and any Parallel Fund) GEP specified in the BCVP GEP Agreements,
(iii) to make the Blackstone Commitment or a portion thereof, either directly or indirectly through Associates, and to invest in Capital Commitment Investments and acquire and invest in Securities or other property (directly or indirectly through Associates and/or BCVP (including any Alternative Vehicle and any Parallel Fund),
(iv) to serve as a general partner or limited partner of other partnerships and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated or otherwise modified from time to time, of any such partnershipspartnership,
(viv) to serve as a member of limited liability companies and perform the functions of a member specified in the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any such limited liability companiescompany,
(v) to invest in Capital Commitment Investments and/or GP-Related Investments and acquire and invest in Securities or other property (directly or indirectly through GEP, including, without limitation, in connection with any action referred to in any of clauses (i) through (iv) above,
(vi) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates LLC Agreement, the BCVP GEP Agreements, and the respective partnership agreementsagreement of any partnership referred to in clause (iii) above and the respective limited liability company agreement of any limited liability company referred to in clause (iv) above, in the case of each of the foregoing, as amended, supplemented, restated or otherwise modified from time to time, of any partnership referred to in clause (iv) above and the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any limited liability company referred to in clause (v) above,
(vii) any other lawful purpose, and
(viii) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware law.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:
(i) (A) to serve as a member, the sole member and the managing member of Associates BCEMA and perform the functions of a member, the sole member and the managing member of Associates BCEMA specified in the Associates LLC BCEMA Agreement and to invest in GP-GP Related Investments Investments, and acquire and invest in Securities,
(iiB) to serve as as, and hold the Capital Commitment BCEP Interest as, a capital partner (and, if applicable, a limited partner and/or a general partner) of BCVP BCEP (including any Alternative Vehicle and any Investment Vehicle, Parallel FundFund or other partnership included in the definition of “BCEP”) and perform the functions of a capital partner (and, if applicable, a limited partner and/or a general partner) of BCVP BCEP (including any Alternative Vehicle and any Investment Vehicle, Parallel FundFund or other partnership included in the definition of “BCEP”) specified in the BCVP BCEP Agreements,;
(iiiii) to make the Blackstone Capital Commitment or a portion thereof, either directly or indirectly through Associates, and to invest in Capital Commitment Investments and acquire and invest in Securities BCEMA or other property (directly or indirectly through Associates and/or BCVP (including any Alternative Vehicle and any Parallel Fund),
(iv) another entity; to serve as a general partner or limited partner partner, member, shareholder or other equity interest owner of other partnerships any Other Fund GP and perform the functions of a general or limited partner, member, shareholder or other equity interest owner specified in any such Fund GP’s respective partnership agreement, limited liability company agreement, charter or other governing documents as amended, supplemented, restated or otherwise modified from time to time;
(iii) (A) to serve as a general or limited partner of any other partnership and perform the functions of a general or limited partner specified in the any such partnership’s respective partnership agreementsagreement, as amended, supplemented, restated or otherwise modified from time to time, of any such partnerships,
and (vB) to serve as a member member, shareholder or other equity interest owner of limited liability companies companies, other companies, corporations or other entities and perform the functions of a member member, shareholder or other equity interest owner specified in the respective limited liability company agreementsagreement, charter or other governing documents, as amended, supplemented, restated or otherwise modified from time to time, of any such limited liability companies,company, company, corporation or other entity;
(viiv) to invest in Capital Commitment Investments and/or GP-Related Investments and acquire and invest in Securities or other property (directly or indirectly through BCEMA and BCEP (including any Alternative Investment Vehicle and any Parallel Fund)), including, without limitation, in connection with any action referred to in any of clauses (i) through (iii) above;
(v) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates LLC BCEMA Agreement, the BCVP BCEP Agreements, and any applicable partnership agreement, limited liability company agreement, charter or other governing document referred to in clause (ii) or (iii) above, in each case as the respective partnership agreements, as same may be amended, supplemented, restated or otherwise modified from time to time, of any partnership referred to in clause (iv) above and the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any limited liability company referred to in clause (v) above,;
(viivi) any other lawful purpose, ; and
(viiivii) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general partner or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general partner or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic domestic, and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, convenient or advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware and other applicable law.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:
(i) to serve as a member, the sole member and the managing member of Associates and perform the functions of a member, the sole member and the managing member of Associates specified in the Associates LLC Agreement and, if applicable, the BTO Agreements,
(ii) if applicable, to serve as, and hold the Capital Commitment BTO Interest as, a capital partner of BTO and perform the functions of a capital partner of BTO specified in the BTO Agreements,
(iii) to invest in Capital Commitment Investments and/or GP-Related Investments and acquire and invest in SecuritiesSecurities or other property (directly or indirectly through Associates and/or BTO,
(ii) to serve as a capital partner of BCVP (including any Alternative Vehicle and any Parallel Fund) and perform the functions of a capital partner of BCVP (including any Alternative Vehicle and any Parallel Fund) specified in the BCVP Agreements,
(iiiiv) to make the Blackstone Commitment or a portion thereof, either directly or indirectly through Associates, and to invest in Capital Commitment Investments and acquire and invest in Securities or other property (directly or indirectly through Associates and/or BCVP (including any Alternative Vehicle and any Parallel Fund),
(ivv) to serve as a general partner or limited partner of other partnerships and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated or otherwise modified from time to time, of any such partnershipspartnership,
(vvi) to serve as a member of limited liability companies and perform the functions of a member specified in the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any such limited liability companiescompany,
(vivii) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates LLC Agreement, the BCVP BTO Agreements, and the respective partnership agreementsagreement of any partnership referred to in clause (v) above and the respective limited liability company agreement of any limited liability company referred to in clause (vi) above, in the case of each of the foregoing, as amended, supplemented, restated or otherwise modified from time to time, of any partnership referred to in clause (iv) above and the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any limited liability company referred to in clause (v) above,
(viiviii) any other lawful purpose, and
(viiiix) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware law.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:,
(i) to serve as a member, the sole member and the managing member general partner of Associates GSJP and perform the functions of a member, the sole member and the managing member general partner of Associates GSJP specified in the Associates LLC Agreement and to invest in GP-Related Investments and acquire and invest in SecuritiesGSJP Agreements,
(ii) to serve as a capital partner and/or limited partner of BCVP (including any Alternative Vehicle and any Parallel Fund) GSJP and perform the functions of a capital partner and/or limited partner of BCVP (including any Alternative Vehicle and any Parallel Fund) GSJP specified in the BCVP GSJP Agreements,
(iii) to make the Blackstone Commitment or a portion thereof, either directly or indirectly through Associates, and to invest in Capital Commitment Investments and acquire and invest in Securities or other property (directly or indirectly through Associates and/or BCVP (including any Alternative Vehicle and any Parallel Fund),
(iv) to serve as a general partner or limited partner of other partnerships and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such partnerships,
(viv) to serve as a member of limited liability companies and perform the functions of a member specified in the respective limited liability company agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such limited liability companiescompany,
(v) to invest in Capital Commitment Investments and/or GP-Related Investments and acquire and invest in Securities or other property (directly or indirectly through GSJP, including, without limitation, in connection with any action referred to in any of clauses (i) through (iv) above,
(vi) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates LLC Agreement, the BCVP GSJP Agreements, the respective partnership agreements, as amended, supplemented, restated or otherwise modified from time to time, agreement of any partnership referred to in clause (iviii) above and the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, agreement of any limited liability company referred to in clause (viv) above, in the case of each of the foregoing, as amended, supplemented or otherwise modified from time to time,
(vii) any other lawful purpose, and
(viii) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware law.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:,
(i) to serve as a member, the sole member and the managing member general partner of Associates GNMERB and perform the functions of a member, the sole member and the managing member general partner of Associates GNMERB specified in the Associates LLC Agreement and to invest in GP-Related Investments and acquire and invest in SecuritiesGNMERB Agreements,
(ii) to serve as as, and hold the Capital Commitment NMERB as, a capital partner (and, if applicable, a limited partner and/or a general partner) of BCVP (including any Alternative Vehicle and any Parallel Fund) GNMERB and perform the functions of a capital partner (and, if applicable, a limited partner and/or a general partner) of BCVP (including any Alternative Vehicle and any Parallel Fund) GNMERB specified in the BCVP GNMERB Agreements,
(iii) to make the Blackstone Commitment or a portion thereof, either directly or indirectly through Associates, and to invest in Capital Commitment Investments and acquire and invest in Securities or other property (directly or indirectly through Associates and/or BCVP (including any Alternative Vehicle and any Parallel Fund),
(iv) to serve as a general partner or limited partner of other partnerships and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated or otherwise modified from time to time, of any such partnershipspartnership,
(viv) to serve as a member of limited liability companies and perform the functions of a member specified in the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any such limited liability companiescompany,
(v) to invest in Capital Commitment Investments and/or GP-Related Investments and acquire and invest in Securities or other property (directly or indirectly through GNMERB, including, without limitation, in connection with any action referred to in any of clauses (i) through (iv) above,
(vi) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates LLC Agreement, the BCVP GNMERB Agreements, and the respective partnership agreementsagreement of any partnership referred to in clause (iii) above and the respective limited liability company agreement of any limited liability company referred to in clause (iv) above, in the case of each of the foregoing, as amended, supplemented, restated or otherwise modified from time to time, of any partnership referred to in clause (iv) above and the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any limited liability company referred to in clause (v) above,
(vii) any other lawful purpose, and
(viii) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware law.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company Partnership shall be, directly or indirectly through subsidiaries or Affiliates:,
(i) to serve as a member, the sole member and the managing member general partner of Associates GCOF II and perform the functions of a member, the sole member and the managing member general partner of Associates GCOF II specified in the Associates LLC Agreement and to invest in GP-Related Investments and acquire and invest in SecuritiesGCOF II Agreements,
(ii) to serve as a capital partner and/or limited partner of BCVP (including any Alternative Vehicle and any Parallel Fund) GCOF II and perform the functions of a capital partner and/or limited partner of BCVP (including any Alternative Vehicle and any Parallel Fund) GCOF II specified in the BCVP GCOF II Agreements,
(iii) to make the Blackstone Commitment or a portion thereof, either directly or indirectly through Associates, and to invest in Capital Commitment Investments and acquire and invest in Securities or other property (directly or indirectly through Associates and/or BCVP (including any Alternative Vehicle and any Parallel Fund),
(iv) to serve as a general partner or limited partner of other partnerships and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such partnerships,
(viv) to serve as a member of limited liability companies and perform the functions of a member specified in the respective limited liability company agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such limited liability companiescompany,
(v) to invest in Capital Commitment Investments and/or GP-Related Investments and acquire and invest in Securities or other property (directly or indirectly through GCOF II (including any Alternative Investment Vehicles and any parallel funds), including, without limitation, in connection with any action referred to in any of clauses (i) through (iv) above,
(vi) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member Delaware GP and as are permitted under the LLC Act, the Associates LLC Agreement, the BCVP GCOF II Agreements, the respective partnership agreements, as amended, supplemented, restated or otherwise modified from time to time, agreement of any partnership referred to in clause (iviii) above and the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, agreement of any limited liability company referred to in clause (viv) above, in the case of each of the foregoing, as amended, supplemented or otherwise modified from time to time,
(vii) any other lawful purpose, and
(viii) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company Partnership shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member Delaware GP in the conduct of the CompanyPartnership’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company Partnership in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the CompanyPartnership;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the CompanyPartnership, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of DelawareCayman Islands, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the CompanyPartnership, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members Partners cash or investments or other property of the CompanyPartnership, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware law.
Appears in 1 contract
Samples: Exempted Limited Partnership Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:,
(i) to serve as a member, the sole member and the managing member general partner of Associates GFC and perform the functions of a member, the sole member and the managing member general partner of Associates GFC specified in the Associates LLC Agreement and to invest in GP-Related Investments and acquire and invest in SecuritiesGFC Agreements,
(ii) to serve as as, and hold the Capital Commitment GFC Interest as, a capital partner (and, if applicable, a limited partner and/or a general partner) of BCVP (including any Alternative Vehicle and any Parallel Fund) GFC and perform the functions of a capital partner (and, if applicable, a limited partner and/or a general partner) of BCVP (including any Alternative Vehicle and any Parallel Fund) GFC specified in the BCVP GFC Agreements,
(iii) to make the Blackstone Commitment or a portion thereof, either directly or indirectly through Associates, and to invest in Capital Commitment Investments and acquire and invest in Securities or other property (directly or indirectly through Associates and/or BCVP (including any Alternative Vehicle and any Parallel Fund),
(iv) to serve as a general partner or limited partner of other partnerships and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated or otherwise modified from time to time, of any such partnershipspartnership,
(viv) to serve as a member of limited liability companies and perform the functions of a member specified in the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any such limited liability companiescompany,
(v) to invest in Capital Commitment Investments and/or GP-Related Investments and acquire and invest in Securities or other property (directly or indirectly through GFC, including, without limitation, in connection with any action referred to in any of clauses (i) through (iv) above,
(vi) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates LLC Agreement, the BCVP GFC Agreements, and the respective partnership agreementsagreement of any partnership referred to in clause (iii) above and the respective limited liability company agreement of any limited liability company referred to in clause (iv) above, in the case of each of the foregoing, as amended, supplemented, restated or otherwise modified from time to time, of any partnership referred to in clause (iv) above and the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any limited liability company referred to in clause (v) above,
(vii) any other lawful purpose, and
(viii) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware law.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:
affiliates, (i) to serve as a member, the sole member and the managing member of Associates BMA VI and perform the functions of a member, the sole member and the managing member of Associates BMA VI specified in the Associates BMA VI LLC Agreement and to invest in GP-Related Investments and acquire and invest in Securities,
, (ii) to serve as a capital partner of BCVP BCP VI (including any Alternative Investment Vehicle and any Parallel Fund) and perform the functions of a capital limited partner of BCVP BCP VI (including any Alternative Investment Vehicle and any Parallel Fund) specified in the BCVP BCP VI Agreements,
, (iii) to make the Blackstone Capital Commitment or a portion thereof, either directly or indirectly through AssociatesBMA VI, and to invest in Capital Commitment Investments and acquire and invest in Securities or other property (directly or indirectly through Associates BMA VI and/or BCVP BCP VI (including any Alternative Investment Vehicle and any Parallel Fund),
, (iv) to serve as a general partner or limited partner of other partnerships and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such partnerships,
partnership, (v) to serve as a member of limited liability companies and perform the functions of a member specified in the respective limited liability company agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such limited liability companies,
company, (vi) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates BMA VI LLC Agreement, the BCVP BCP VI Agreements, the respective partnership agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any partnership referred to in clause (ivv) above and the respective limited liability company agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any limited liability company referred to in clause (v) above,
, (vii) any other lawful purpose, and
and (viii) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware law.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:
affiliates, (i) to serve as a member, the sole member and the managing member general partner of Associates BCP IV and perform the functions of a member, the sole member and the managing member of Associates general partner specified in the Associates LLC Agreement and to invest in GP-Related Investments and acquire and invest in Securities,
BCP IV Agreements, (ii) to serve as a capital partner of BCVP (including any Alternative Vehicle and any Parallel Fund) and perform the functions of a capital partner of BCVP (including any Alternative Vehicle and any Parallel Fund) specified in the BCVP Agreements,
(iii) to make the Blackstone Commitment or a portion thereof, either directly or indirectly through Associates, and to invest in Capital Commitment Investments and acquire and invest in Securities or other property (directly or indirectly through Associates and/or BCVP (including any Alternative Vehicle and any Parallel Fund),
(iv) to serve as a general partner or limited partner of other partnerships partnerships, including Alternative Vehicles and any Parallel Fund, (iii) to serve as the general partner of BFIP IV and perform the functions of a the general partner or limited partner specified in the respective BFIP IV’s partnership agreements, as amended, supplemented, restated or otherwise modified from time to time, of any such partnerships,
(v) to and serve as a member the general partner of limited liability companies BCCP IV and perform the functions of a member the general partner specified in the respective limited liability company agreementsBCCP IV’s partnership agreement, as amended, supplemented, restated or otherwise modified from time to time, of any such limited liability companies,
(viiv) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, Act and the Associates LLC Agreement, the BCVP BCP IV Agreements, the respective partnership agreements, as amended, supplemented, restated or otherwise modified from time to time, of any partnership referred to in clause (iv) above and the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any limited liability company referred to in clause (v) above,
(vii) any other lawful purpose, and
(viii) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposespurpose, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(ivii) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(viii) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(viiv) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(viiv) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viiivi) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ixvii) to open, maintain and close accounts, including margin accounts, with brokers;
(xviii) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xiix) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xiix) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiiixi) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xivxii) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xvxiii) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvixiv) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware law.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:
(i) to serve as a regular member, the sole member and the member, or managing member of Associates and perform the functions of a regular member, the sole member and the member, or managing member of Associates specified in the Associates LLC Agreement and to invest in GP-Related Investments and acquire and invest in Securities,and, if applicable, the BTOSI – N Agreements;
(ii) if applicable, to serve as as, and hold the Capital Commitment BTOSI – N Interest as, a capital partner (and, if applicable, a limited partner and/or a general partner) of BCVP BTOSI – N (including any Alternative Vehicle and any or Parallel Fund) and perform the functions of a capital partner (and, if applicable, a limited partner and/or a general partner) of BCVP BTOSI – N (including any Alternative Vehicle and any or Parallel Fund) specified in the BCVP BTOSI – N Agreements,;
(iii) to invest in Capital Commitment Investments and/or GP-Related Investments and acquire and invest in Securities or other property directly or indirectly through Associates and/or BTOSI – N (including any Alternative Vehicle or Parallel Fund);
(iv) to make the Blackstone Commitment or a portion thereof, either directly or indirectly through Associates, and to invest in Capital Commitment Investments and acquire and invest in Securities Associates or other property (directly or indirectly through Associates and/or BCVP (including any Alternative Vehicle and any Parallel Fund),another entity;
(ivv) to serve as a general partner or limited partner of BTOSI – N, certain other partnerships funds or vehicles (including successor vehicles) that are (or are hereafter) part of the Blackstone Tactical Opportunities Stable Income Program and other investment vehicles and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated or otherwise modified from time to time, of any such partnerships,partnership;
(vvi) to serve as a member member, shareholder or other equity interest owner of limited liability companies companies, other companies, corporations or other entities and perform the functions of a member member, shareholder or other equity interest owner specified in the respective limited liability company agreementsagreement, charter or other governing documents, as amended, supplemented, restated or otherwise modified from time to time, of any such limited liability companies,company, company, corporation or other entity;
(vivii) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates LLC Agreement, the BCVP BTOSI – N Agreements, and any applicable partnership agreement, limited liability company agreement, charter or other governing document referred to in clause (v) or (vi) above, in each case as the respective partnership agreements, as same may be amended, supplemented, restated or otherwise modified from time to time, of any partnership referred to in clause (iv) above and the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any limited liability company referred to in clause (v) above,;
(viiviii) any other lawful purpose, ; and
(viiiix) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general partner or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general partner or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, grant security interests over, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware and other applicable law.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Blackstone Group Inc)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:
(i) to serve as a member, the sole member and the managing member of Associates II and perform the functions of a member, the sole member and the managing member of Associates II specified in the Associates II LLC Agreement and to invest in GP-Related Investments and acquire and invest in Securities,and, if applicable, the BTO II Agreements;
(ii) if applicable, to serve as as, and hold the Capital Commitment BTO II Interest as, a capital partner (and, if applicable, a limited partner and/or a general partner) of BCVP BTO II (including any Alternative Vehicle and any or Parallel Fund) and perform the functions of a capital partner (and, if applicable, a limited partner and/or a general partner) of BCVP BTO II (including any Alternative Vehicle and any or Parallel Fund) specified in the BCVP BTO II Agreements,;
(iii) to invest in Capital Commitment Investments and/or GP-Related Investments and acquire and invest in Securities or other property directly or indirectly through Associates II and/or BTO II (including any Alternative Vehicle or Parallel Fund);
(iv) to make the Blackstone Commitment or a portion thereof, either directly or indirectly through Associates, and to invest in Capital Commitment Investments and acquire and invest in Securities Associates II or other property (directly or indirectly through Associates and/or BCVP (including any Alternative Vehicle and any Parallel Fund),another entity;
(ivv) to serve as a general partner or limited partner of BTO II, certain other funds or vehicles that are part of the Tac Opps Program and other partnerships and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated or otherwise modified from time to time, of any such partnerships,partnership;
(vvi) to serve as a member member, shareholder or other equity interest owner of limited liability companies companies, other companies, corporations or other entities and perform the functions of a member member, shareholder or other equity interest owner specified in the respective limited liability company agreementsagreement, charter or other governing documents, as amended, supplemented, restated or otherwise modified from time to time, of any such limited liability companies,company, company, corporation or other entity;
(vivii) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates II LLC Agreement, the BCVP BTO II Agreements, and any applicable partnership agreement, limited liability company agreement, charter or other governing document referred to in clause (v) or (vi) above, in each case as the respective partnership agreements, as same may be amended, supplemented, restated or otherwise modified from time to time, of any partnership referred to in clause (iv) above and the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any limited liability company referred to in clause (v) above,;
(viiviii) any other lawful purpose, ; and
(viiiix) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general partner or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general partner or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware and other applicable law.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:
(i) to serve as a member, the sole member and the managing member of Associates and perform the functions of a member, the sole member and the managing member of Associates specified in the Associates LLC Agreement and to invest in GP-Related Investments and acquire and invest in Securitiesand, if applicable, the BEP Agreements,
(ii) if applicable, to serve as as, and hold the Capital Commitment BEP Interest as, a capital partner of BCVP BEP (including any Alternative Investment Vehicle and any Parallel Fund) and perform the functions of a capital partner of BCVP BEP (including any Alternative Investment Vehicle and any Parallel Fund) specified in the BCVP BEP Agreements,
(iii) to make the Blackstone Commitment or a portion thereof, either directly or indirectly through Associates, and to invest in Capital Commitment Investments and/or GP-Related Investments and acquire and invest in Securities or other property (directly or indirectly through Associates and/or BCVP BEP (including any Alternative Investment Vehicle and any Parallel Fund),
(iv) to make the Blackstone Capital Commitment or a portion thereof, either directly or indirectly through Associates,
(v) to serve as a general partner or limited partner of other partnerships and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated or otherwise modified from time to time, of any such partnershipspartnership,
(vvi) to serve as a member of limited liability companies and perform the functions of a member specified in the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any such limited liability companiescompany,
(vivii) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates LLC Agreement, the BCVP BEP Agreements, and the respective partnership agreementsagreement of any partnership referred to in clause (v) above and the respective limited liability company agreement of any limited liability company referred to in clause (vi) above, in the case of each of the foregoing, as amended, supplemented, restated or otherwise modified from time to time, of any partnership referred to in clause (iv) above and the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any limited liability company referred to in clause (v) above,
(viiviii) any other lawful purpose, and
(viiiix) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware law.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:,
(i) to serve as a member, the sole member and the managing member general partner of Associates GPO and perform the functions of a member, the sole member and the managing member general partner of Associates GPO specified in the Associates LLC Agreement and to invest in GP-Related Investments and acquire and invest in SecuritiesGPO Agreements,
(ii) to serve as as, and hold the Capital Commitment GPO Interest as, a capital partner (and, if applicable, a limited partner and/or a general partner) of BCVP (including any Alternative Vehicle and any Parallel Fund) GPO and perform the functions of a capital partner (and, if applicable, a limited partner and/or a general partner) of BCVP (including any Alternative Vehicle and any Parallel Fund) GPO specified in the BCVP GPO Agreements,
(iii) to make the Blackstone Commitment or a portion thereof, either directly or indirectly through Associates, and to invest in Capital Commitment Investments and acquire and invest in Securities or other property (directly or indirectly through Associates and/or BCVP (including any Alternative Vehicle and any Parallel Fund),
(iv) to serve as a general partner or limited partner of other partnerships and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated or otherwise modified from time to time, of any such partnershipspartnership,
(viv) to serve as a member of limited liability companies and perform the functions of a member specified in the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any such limited liability companiescompany,
(v) to invest in Capital Commitment Investments and/or GP-Related Investments and acquire and invest in Securities or other property (directly or indirectly through GPO, including, without limitation, in connection with any action referred to in any of clauses (i) through (iv) above,
(vi) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates LLC Agreement, the BCVP GPO Agreements, and the respective partnership agreementsagreement of any partnership referred to in clause (iii) above and the respective limited liability company agreement of any limited liability company referred to in clause (iv) above, in the case of each of the foregoing, as amended, supplemented, restated or otherwise modified from time to time, of any partnership referred to in clause (iv) above and the respective limited liability company agreements, as amended, supplemented, restated or otherwise modified from time to time, of any limited liability company referred to in clause (v) above,
(vii) any other lawful purpose, and
(viii) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware law.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:
affiliates, (i) to serve as a member, the sole member and the managing member of Associates BMA V and perform the functions of a member, the sole member and the managing member of Associates BMA V specified in the Associates BMA V LLC Agreement and to invest in GP-Related Investments and acquire and invest in Securities,
, (ii) to serve as a capital partner of BCVP BCP V (including any Alternative Investment Vehicle and any Parallel Fund) and perform the functions of a capital limited partner of BCVP BCP V (including any Alternative Investment Vehicle and any Parallel Fund) specified in the BCVP BCP V Agreements,
, (iii) to make the Blackstone Capital Commitment or a portion thereof, either directly or indirectly through AssociatesBMA V, and to invest in Capital Commitment Investments and acquire and invest in Securities or other property (directly or indirectly through Associates and/or BCVP BCP V (including any Alternative Investment Vehicle and any Parallel Fund),
, (iv) to serve as a general partner or limited partner of other partnerships and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such partnerships,
partnership, (v) to serve as a member of limited liability companies and perform the functions of a member specified in the respective limited liability company agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such limited liability companies,
company, (vi) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates BMA V LLC Agreement, the BCVP BCP V Agreements, the respective partnership agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any partnership referred to in clause (ivv) above and the respective limited liability company agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any limited liability company referred to in clause (v) above,
, (vii) any other lawful purpose, and
and (viii) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware law.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Blackstone Group L.P.)
Purposes; Powers. (a) The purposes of the Company shall be, directly or indirectly through subsidiaries or Affiliates:
affiliates, (i) to serve as a member, the sole member and the managing member of Associates BCLA and perform the functions of a member, the sole member and the managing member of Associates BCLA specified in the Associates BCLA LLC Agreement and to invest in GP-Related Investments and acquire and invest in Securities,
, (ii) if applicable, to serve as a capital partner of BCVP BCLP (including any Alternative Investment Vehicle and any Parallel Fund) and perform the functions of a capital limited partner of BCVP BCLP (including any Alternative Investment Vehicle and any Parallel Fund) specified in the BCVP BCLP Agreements,
, (iii) to make the Blackstone Capital Commitment or a portion thereof, either directly or indirectly through AssociatesBCLA, and to invest in Capital Commitment Investments and acquire and invest in Securities or other property (directly or indirectly through Associates and/or BCVP BCLP (including any Alternative Investment Vehicle and any Parallel Fund),
, (iv) to serve as a general partner or limited partner of other partnerships and perform the functions of a general partner or limited partner specified in the respective partnership agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such partnerships,
partnership, (v) to serve as a member of limited liability companies and perform the functions of a member specified in the respective limited liability company agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any such limited liability companies,
company, (vi) to carry on such other businesses, perform such other services and make such other investments as are deemed desirable by the Managing Member and as are permitted under the LLC Act, the Associates BCLA LLC Agreement, the BCVP BCLP Agreements, the respective partnership agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any partnership referred to in clause (ivv) above and the respective limited liability company agreements, as amended, supplemented, restated supplemented or otherwise modified from time to time, of any limited liability company referred to in clause (v) above,
, (vii) any other lawful purpose, and
and (viii) to do all things necessary, desirable, convenient or incidental thereto.
(b) In furtherance of its purposes, the Company shall have all powers necessary, suitable or convenient for the accomplishment of its purposes, alone or with others, as principal or agent, including the following:
(i) to be and become a general or limited partner of partnerships, a member of limited liability companies, a holder of common and preferred stock of corporations and/or an investor in the foregoing entities or other entities, in connection with the making of Investments or the acquisition, holding or disposition of Securities or other property or as otherwise deemed appropriate by the Managing Member in the conduct of the Company’s business, and to take any action in connection therewith;
(ii) to acquire and invest in general or limited partner interests, in limited liability company interests, in common and preferred stock of corporations and/or in other interests in or obligations of the foregoing entities or other entities and in Investments and Securities or other property or direct or indirect interests therein, whether such Investments and Securities or other property are readily marketable or not, and to receive, hold, sell, dispose of or otherwise transfer any such partner interests, limited liability company interests, stock, interests, obligations, Investments or Securities or other property and any dividends and distributions thereon and to purchase and sell, on margin, and be long or short, futures contracts and to purchase and sell, and be long or short, options on futures contracts;
(iii) to buy, sell and otherwise acquire investments, whether such investments are readily marketable or not;
(iv) to invest and reinvest the cash assets of the Company in money-market or other short-term investments;
(v) to hold, receive, mortgage, pledge, lease, transfer, exchange or otherwise dispose of, grant options with respect to, and otherwise deal in and exercise all rights, powers, privileges and other incidents of ownership or possession with respect to, all property held or owned by the Company;
(vi) to borrow or raise money from time to time and to issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable and non-negotiable instruments and evidences of indebtedness, to secure payment of the principal of any such indebtedness and the interest thereon by mortgage, pledge, conveyance or assignment in trust of, or the granting of a security interest in, the whole or any part of the property of the Company, whether at the time owned or thereafter acquired, to guarantee the obligations of others and to buy, sell, pledge or otherwise dispose of any such instrument or evidence of indebtedness;
(vii) to lend any of its property or funds, either with or without security, at any legal rate of interest or without interest;
(viii) to have and maintain one or more offices within or without the State of Delaware, and in connection therewith, to rent or acquire office space, engage personnel and compensate them and do such other acts and things as may be advisable or necessary in connection with the maintenance of such office or offices;
(ix) to open, maintain and close accounts, including margin accounts, with brokers;
(x) to open, maintain and close bank accounts and draw checks and other orders for the payment of moneys;
(xi) to engage accountants, auditors, custodians, investment advisers, attorneys and any and all other agents and assistants, both professional and nonprofessional, and to compensate any of them as may be necessary or advisable;
(xii) to form or cause to be formed and to own the stock of one or more corporations, whether foreign or domestic, to form or cause to be formed and to participate in partnerships and joint ventures, whether foreign or domestic and to form or cause to be formed and be a member or manager or both of one or more limited liability companies;
(xiii) to enter into, make and perform all contracts, agreements and other undertakings as may be necessary, convenient, advisable or incident to carrying out its purposes;
(xiv) to xxx and be sued, to prosecute, settle or compromise all claims against third parties, to compromise, settle or accept judgment to claims against the Company, and to execute all documents and make all representations, admissions and waivers in connection therewith;
(xv) to distribute, subject to the terms of this Agreement, at any time and from time to time to the Members cash or investments or other property of the Company, or any combination thereof; and
(xvi) to take such other actions necessary, desirable, convenient or incidental thereto and to engage in such other businesses as may be permitted under Delaware law.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Blackstone Group L.P.)
