Common use of Appointment of Administrative General Partner Clause in Contracts

Appointment of Administrative General Partner. as Attorney-in-Fact A. Each Limited Partner and Investor hereunder hereby irrevocably appoints and empowers the Administrative General Partner his attorney-in-fact to consent to or ratify any act listed in Subsections 5.4A(i) through (xix) of this Agreement after the Consent of the Investors thereto has been obtained, and to execute, acknowledge, swear to and deliver all agreements and instruments and file all documents requisite to carrying out the intentions and purposes contemplated in this Agreement, including, without limitation, the execution and delivery of this Agreement and all amendments hereto, the filing of all business certificates and necessary certificates of limited partnership and amendments thereto from time to time in accordance with all applicable laws and any certificates of cancellation. This power of attorney shall be deemed coupled with an interest, and shall not be affected by the subsequent disability or incapacity of the principal. B. The appointment by all Limited Partners and Investors of the Administrative General Partner as attorney-in-fact shall be deemed to be a power coupled with an interest and shall survive the assignment by any Limited Partners or Investors of the whole or any part of his Interests or Units in the Fund. C. The power of attorney granted by this Section 12.1 shall be governed by the laws of the State of Delaware.