Specific Powers of the General Partner. Subject to the other provisions of this Agreement, the General Partner, in the Partnership's name and on its behalf, may:
(a) employ, contract and otherwise deal with, from time to time, Persons whose services are necessary or appropriate in connection with management and operation of the Partnership business, including, without limitation, contractors, agents, brokers, Accountants and Management Agents (provided that the selection of any Accountant or Management Agent has received the Consent of the Special Limited Partner) and attorneys, on such terms as the General Partner shall determine within the scope of this Agreement;
(b) pay as a Partnership expense any and all costs and expenses associated with the formation, development, organization and operation of the Partnership, including the expense of annual audits, tax returns and LIHTC compliance;
(c) deposit, withdraw, invest, pay, retain and distribute the Partnership's funds in a manner consistent with the provisions of this Agreement;
(d) execute the Construction Loan and the Mortgage; and
(e) execute, acknowledge and deliver any and all instruments to effectuate any of the foregoing.
Specific Powers of the General Partner. Subject to the other provisions of this Agreement, the General Partner, in the Partnership's name and on its behalf, may:
(a) hold, sell, transfer, lease or otherwise deal with any real, personal or mixed property, interest therein or appurtenance thereto in accordance with the purpose of this Agreement as indicated in Article IV hereto;
(b) employ, contract and otherwise deal with, from time to time, Persons whose services are necessary or appropriate in connection with management and operation of the Partnership business, including, without limitation, contractors, agents, brokers, Accountants and Management Agents (provided that the selection of any Accountant or Management Agent has received the Consent of the Special Limited Partner) and attorneys, on such terms as the General Partner shall determine;
(c) bring or defend, pay, collect, compromise, arbitrate, resort to legal action or otherwise adjust claims or demands of or against the Partnership;
(d) pay as a Partnership expense any and all costs and expenses associated with the formation, development, organization and operation of the Partnership, including the expense of annual audits, tax returns and LIHTC compliance;
(e) deposit, withdraw, invest, pay, retain and distribute the Partnership's funds in a manner consistent with the provisions of this Agreement;
(f) execute the Mortgage; and
(g) execute, acknowledge and deliver any and all instruments to effectuate any of the foregoing.
Specific Powers of the General Partner. Subject to the other provisions of this Agreement, the General Partner, in the Partnership's name and on its behalf, may:
(a) hold, sell, transfer, lease or otherwise deal with any real, personal or mixed property, interest therein or appurtenance thereto in accordance with the purpose of this Agreement as indicated in Article IV hereto;
(b) employ, contract and otherwise deal with, from time to time, Persons whose services are necessary or appropriate in connection with management and operation of the Partnership business, including, without limitation, contractors, agents, brokers, Accountants and Management Agents (provided that the selection of any Accountant or Management Agent has received the Consent of the Special Limited Partner) and attorneys, on such terms as the General Partner shall determine;
(c) bring or defend, pay, collect, compromise, arbitrate, resort to legal action or otherwise adjust claims or demands of or against the Partnership;
(d) pay as a Partnership expense any and all costs and expenses associated with the formation, development, organization and operation of the Partnership, including the expense of annual audits, tax returns and LIHTC compliance;
(e) deposit, withdraw, invest, pay, retain and distribute the Partnership's funds in a manner consistent with the provisions of this Agreement;
(f) execute the Construction Loan and the Mortgage;
(g) require in any or all Partnership contracts that the General Partner shall not have any personal liability thereunder but that the Person contracting with the Partnership shall look solely to the Partnership and its assets for satisfaction;
(h) execute, acknowledge and deliver any and all instruments to effectuate any of the foregoing; and
(i) the General Partner shall operate the Project and shall cause the Management Agent to manage the Project in such a manner that the Project will be eligible to receive a Tax Credit with respect to 100% of the apartment units in the Project. To that end, the General Partner agrees, without limitation, to make all elections requested by the Special Limited Partner under Section 42 of the Code to allow the Partnership or its Partners to claim the Tax Credits, to file Form 8609 with respect to the Project as required, for at least the duration of the Compliance Period to operate the Project and cause the Management Agent to manage the Project so as to comply with the requirements of Section 42 of the Code, as amended, or any successor thereto, includin...
Specific Powers of the General Partner. Subject to the other provisions of this Agreement, the General Partner, in the Partnership's name and on its behalf, may:
(a) employ, contract and otherwise deal with, from time to time, Persons whose services are necessary or appropriate in connection with the management and operation of the Partnership business, including, without limitation, contractors, agents, brokers, Accountants and Management Agents (provided that the selection of any Accountant or Management Agent has received the Consent of the Special Limited Partner) and attorneys, on such terms as the General Partner shall determine within the scope of this Agreement;
(b) pay as a Partnership expense any and all costs and expenses associated with the formation, development, organization and operation of the Partnership, including the expense of annual audits, tax returns and LIHTC compliance, except that this Section shall not be interpreted to circumvent the General Partner's obligation under Section 6.3;
(c) deposit, withdraw, invest, pay, retain and distribute the Partnership's funds in a manner consistent with the provisions of this Agreement;
(d) execute the Mortgage; and
(e) execute, acknowledge and deliver any and all instruments to effectuate any of the foregoing.
Specific Powers of the General Partner. Subject to the other provisions of this Agreement, the General Partner, in the Partnership's name and on its behalf, may:
(a) employ, contract and otherwise deal with, from time to time, Persons whose services are necessary or appropriate in connection with management and operation of the Partnership business, including, without limitation, contractors, agents, brokers, Accountants and Management Agents (provided that the selection of any Accountant or Management Agent has received the Consent of the Special Limited Partner and HUD where applicable) and attorneys, on such terms as the General Partner shall determine within the scope of this Agreement;
(b) pay as a Partnership expense any and all costs and expenses associated with the formation, development, organization and operation of the Partnership, including the expense of annual audits, tax returns and LIHTC compliance;
(c) deposit, withdraw, invest, pay, retain and distribute the Partnership's funds in a manner consistent with the provisions of this Agreement, subject to the obligations and limitations imposed by the HAP Contract;
(d) execute the Mortgage; and
(e) execute, acknowledge and deliver any and all instruments to effectuate any of the foregoing.
Specific Powers of the General Partner. Without limiting the rights and powers given the General Partner under the Act or otherwise by law or this Agreement, the General Partner shall have the following specific powers:
(a) To pay or cause to be paid or reimbursed from Partnership funds all costs and expenses in seeking, acquiring, developing, producing and exploiting the Programming; and to pay or cause to be paid or reimbursed from Partnership funds all costs and expenses in connection therewith;
(b) To maintain, at the expense of the Partnership, complete and accurate financial records for the Partnership; and to furnish at Partnership expense the Limited Partners with reports called for by Section 3.7 of this Agreement, together with all tax reporting information which reasonably may be important to the Limited Partners;
(c) To maintain, at the expense of the Partnership, adequate records of all operations of the Partnership;
(d) To provide, at the expense of the Partnership, for the operations and management of the Partnership, including the acquisition, production and distribution activities for the Programming and, subject to the limitations contained in Section 2.2(n) and 2.3 hereof, to enter into agreements with others, including the General Partner and its affiliates or enterprises in which the General Partner or its affiliates has an interest by ownership, or otherwise, including Xxxxx 21st Century, Inc.;
(e) To purchase, at the expense of the Partnership, liability and other insurance to protect the Partnership's properties and business;
(f) To execute on behalf of the Partnership any and all documents, contracts or instruments of any kind which the General Partner may deem necessary or appropriate in carrying out the business and purposes of the Partnership, and all other agreements, documents or instruments of any kind or character whatsoever, or amendments thereto, which in any manner relate to the business and purposes of the Partnership;
(g) To purchase, sell or lease property, including real property, for Partnership use;
(h) To make all payments required of the Partnership pursuant to this Agreement and for all direct and indirect costs and expenses incurred in the conduct of its business, including, without limitation, all costs and expenses for legal, audit, accounting and other technical and professional services, reports and other communications to, and costs of maintaining relations with, the Limited Partners, printing, postage, telephone and telegraph, travel, insurance,...
Specific Powers of the General Partner. Subject to the other provisions of this Agreement, the General Partner, in the Partnership's name and on its behalf, may:
(a) employ, contract and otherwise deal with, from time to time, Persons whose services are necessary or appropriate in connection with management and operation of the Partnership business, including, without limitation, contractors, agents, brokers, Accountants and Management Agents (provided that the selection of any Accountant or Management Agent has received the Consent of the Special Limited Partner) and attorneys, on such terms as the General Partner shall determine within the scope of this Agreement;
(b) pay as a Partnership expense any and all costs and expenses associated with the formation, development, organization and operation of the Partnership, including the expense of annual audits, tax returns and LIHTC and Georgia Credit compliance;
(c) deposit, withdraw, invest, pay, retain and distribute the Partnership's funds in a manner consistent with the provisions of this Agreement;
(d) execute the Construction Loan and the Mortgage; and
(e) execute, acknowledge and deliver any and all instruments to effectuate any of the foregoing.
Specific Powers of the General Partner. By way of illustration of the General Partner's power and authority pursuant to Section 4.1 and not as a limitation thereon, the General Partner shall have the unilateral right and power to take any and all of the following actions on behalf of the Partnership except to the extent any such action requires Approval by Partnership Vote pursuant to Section 4.3 of this Agreement:
(a) to consummate the transaction contemplated in the Purchase Agreement and the Mortgage Loan and to execute all documents necessary or advisable in connection therewith; provided, however, that no material change in the terms of the Purchase Agreement shall be made without Approval by Partnership Vote.
(b) to take actions normal or customary for the owner of businesses similar to that operated by the Partnership;
(c) to perform any and all acts necessary or appropriate in connection with the business of the Partnership;
(d) to procure and maintain appropriate insurance covering the property of the Partnership;
(e) to take and hold all property and assets of the Partnership, real, personal and mixed, in the name of the Partnership;
(f) to coordinate all accounting and clerical functions of the Partnership and employ and contract such accountants, lawyers, managers, agents and other management or service personnel as may from time to time be required to carry on the business of the Partnership;
(g) to negotiate and execute leases of the Property; and
(h) to engage in any kind of activity and to perform and carry out contracts of any kind necessary to, or in connection with, or incidental to, the development and operation of the Property as may be lawfully carried on or performed by a limited partnership under the laws of each state in which the Partnership is then formed, qualified, or does business.
Specific Powers of the General Partner. (a) In the Partnership's name and behalf and with the consent of the Property Manager, the General Partner may acquire (including by fee or real estate contract), hold, sell, transfer, assign, lease or otherwise deal with any real, personal or mixed property, interest therein or appurtenance thereto;
(b) In the Partnership's name and behalf and with the consent of the Property Manager, the General Partner may employ, contract and otherwise deal with, from time to time, Persons whose services are necessary or appropriate in connection with management and operation of the Partnership business, including, without limitation, contractors, agents, brokers, accountants and attorneys, on such terms as the General Partner shall determine;
(c) In the Partnership's name and behalf, the General Partner may bring or defend, pay, collect, compromise, arbitrate, resort to legal action or otherwise adjust claims or demands of or against the Partnership with the Consent of the Special Limited Partner;
(d) In the Partnership's name and behalf and with the consent of the Property Manager, the General Partner may pay as a Partnership expense any and all costs and expenses associated with the formation, development, organization and operation of the Partnership, including the expense of annual audits, tax returns and LIHTC compliance;
(e) In the Partnership's name and behalf and with the consent of the Property Manager, the General Partner may deposit, withdraw, invest, pay, retain and distribute the Partnership's funds in a manner consistent with the provisions of this Agreement;
(f) The General Partner may require in any or all Partnership contracts that the General Partner shall not have any personal liability thereunder but that the Person contracting with the Partnership shall look solely to the Partnership and its assets for satisfaction;
(g) In the Partnership's name and behalf, the General Partner may execute the Mortgage; and
(h) In the Partnership's name and behalf, the General Partner may execute, acknowledge and deliver any and all instruments to effectuate any of the foregoing.
Specific Powers of the General Partner. Subject to the other provisions of this Agreement, the General Partner, in the Partnership's name and on its behalf, may:
(a) hold, sell, transfer, lease or otherwise deal with any real, personal or mixed property, interest therein or appurtenance thereto in accordance with this Agreement;
(b) employ, contract and otherwise deal with, from time to time, Persons whose services are necessary or appropriate in connection with management and operation of the Partnership business, including, without limitation, contractors, agents, brokers, Accountants and successor Management Agents (provided that the selection of any Accountant or Agent has received the Consent of the Special Limited Partner) and attorneys, on such terms as the General Partner shall determine;
(c) bring or defend, pay, collect, compromise, arbitrate, resort to legal action or otherwise adjust claims or demands of or against the Partnership;
(d) pay as a Partnership expense any and all costs and expenses associated with the formation, development, organization and operation of the Partnership, including the expense of annual audits, tax returns and LIHTC compliance;
(e) deposit, withdraw, invest, pay, retain and distribute the Partnership's funds in a manner consistent with the provisions of this Agreement;
(f) execute the Construction Loan and the Mortgage; and
(g) execute, acknowledge and deliver any and all instruments to effectuate any of the foregoing.
