OWNERSHIP INTEREST IN THE PARTNERSHIP AND AUTHORITY Sample Clauses

OWNERSHIP INTEREST IN THE PARTNERSHIP AND AUTHORITY. The Partners' authority will be defined by the following unless otherwise stated in the Agreement: . DUTIES OF THE GENERAL PARTNER(S) The General Partner(s) shall be responsible for the complete management, control, and policies related to the operation and conduct of the business, including all personnel, purchasing, sales, and contractual matters. . DUTIES OF THE SILENT PARTNER The Partners agree that the Silent Partner(s) shall be "silent" in the Partnership. The Silent Partner(s) are not restricted from engaging in any other business or from entering into any other partnerships. The Silent Partner(s) shall not be personally liable for any debts or other obligations of the Partnership. . PROFITS AND LOSSES All Partners, including the Silent Partner(s), shall share all items of income, gain, loss, deduction, or credit equally. Profits and losses shall be computed in accordance with generally accepted accounting principles, consistently applied. . LIMITED LIABILITY Subject only to the provisions of the Uniform Limited Partnership Act applicable to the State, no Silent Partner(s) shall have personal liability of any kind for any debts, liabilities, or other obligations of the Partnership. . ENTIRE AGREEMENT Except as otherwise expressly provided in this Agreement, this Agreement contains the entire agreement of the Partners with respect to the terms and conditions of the Silent Partnership and supersedes all prior agreements, certificates, and understandings, oral or otherwise, among the Partners with respect to these matters. . WAIVERS Except as otherwise expressly provided in this Agreement, no purported waiver by any Partner of any breach by another Partner of any of his or her obligations, agreements, or covenants shall be effective unless made in writing subscribed by the Partner or Partners sought to be bound, and no failure to pursue or elect any remedy with respect to any default under or breach of any provision of this Agreement shall be deemed to be a waiver of any other subsequent default or breach, or any election of remedies available, nor shall the acceptance or receipt by any Partner of any money or other consideration due him or her under this Agreement, with or without knowledge of any breach under this Agreement, constitute a waiver of any provision of this Agreement with respect to that or any other breach. . SEVERABILITY Each provision of this Agreement shall be considered to be severable.
Sample 1See All (4)
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OWNERSHIP INTEREST IN THE PARTNERSHIP AND AUTHORITY. Xxxxxxxx Property Developers (Difference between Partners Proposed ROI in Annexure A and 100%). Silent Partner (The percentage proposed ROI in Annexure A). The Partners authority will be defined by the following unless otherwise stated in the Agreement; No Silent Partner(s) is authorized to act on their own in obtaining contracts, financial, or other obligations on the Partnership. The General Partner will act on behalf of the Partnership after giving Notice to the Silent Partner(s). If objections are raised by the Silent Partner, then this will first be settled. In the case of a dead log the General Partner’s vote will be decisive.
Sample 1
OWNERSHIP INTEREST IN THE PARTNERSHIP AND AUTHORITY. The Partners' authority will be defined by the following unless otherwise stated in the Agreement: . DUTIES OF THE GENERAL PARTNER(S) The General Partner(s) shall be responsible for the complete management, control, and policies related to the operation and conduct of the business, including all personnel, purchasing, sales, and contractual matters. . DUTIES OF THE SILENT PARTNER The Partners agree that the Silent Partner(s) shall be "silent" in the Partnership. The Silent Partner(s) are not restricted from engaging in any other business or from entering into any other partnerships. The Silent Partner(s) shall not be personally liable for any debts or other obligations of the Partnership. . PROFITS AND LOSSES All Partners, including the Silent Partner(s), shall share all items of income, gain, loss, deduction, or credit equally. Profits and losses shall be computed in accordance with generally accepted accounting principles, consistently applied.
Sample 1

Related to OWNERSHIP INTEREST IN THE PARTNERSHIP AND AUTHORITY

  • Organization and Good Standing; Power and Authority Buyer is a corporation duly incorporated, validly existing and in good standing under the laws of the Commonwealth of Massachusetts. Subject to the receipt of the Regulatory Approval, Buyer has all requisite power and authority to execute, deliver, and perform its obligations under this Agreement.

  • Limited Liability Company The Member intends to form a limited liability company and does not intend to form a partnership under the laws of the State of Delaware or any other laws.

  • Organization and Authority The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

  • The Limited Liability Company The Members have created a limited liability company: [NAME OF THE LLC] ("Company") and formed on the date of [FORMATION DATE] in the State of Washington D.C. (“Governing Law”). The operations of the Company shall be governed by the laws located in the State of Governing Law and in accordance with this Agreement as follows:

  • Organization; Power and Authority The Company is a corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation, and is duly qualified as a foreign corporation and is in good standing in each jurisdiction in which such qualification is required by law, other than those jurisdictions as to which the failure to be so qualified or in good standing could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Company has the corporate power and authority to own or hold under lease the properties it purports to own or hold under lease, to transact the business it transacts and proposes to transact, to execute and deliver this Agreement and the Notes and to perform the provisions hereof and thereof.

  • PURPOSE AND AUTHORITY The parties to this agreement are the Department of Homeland Security (DHS) and the (Employer). The purpose of this agreement is to set forth terms and conditions which the Employer will follow while participating in E-Verify.

  • Limited Liability Except as otherwise provided by the Act, the debts, obligations and liabilities of the Company, whether arising in contract, tort or otherwise, shall be solely the debts, obligations and liabilities of the Company, and the Member shall not be obligated personally for any such debt, obligation or liability of the Company solely by reason of being a member of the Company.

  • Power and Authority The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

  • Corporate Existence and Authority The Assuming Institution (i) is duly organized, validly existing and in good standing under the laws of its Chartering Authority and has full power and authority to own and operate its properties and to conduct its business as now conducted by it, and (ii) has full power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The Assuming Institution has taken all necessary corporate action to authorize the execution, delivery and performance of this Agreement and the performance of the transactions contemplated hereby.

  • Partnership The Partnership shall be given days’ notice to purchase the ownership interest under the same terms agreed upon by the potential buyer.

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