POWERS, DUTIES AND OBLIGATIONS OF GENERAL PARTNER Sample Clauses

POWERS, DUTIES AND OBLIGATIONS OF GENERAL PARTNER. 7.1 Duties and Obligations
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POWERS, DUTIES AND OBLIGATIONS OF GENERAL PARTNER. 8.1 One General Partner The Partnership will have only one general partner at any time.
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POWERS, DUTIES AND OBLIGATIONS OF GENERAL PARTNER. 7.1 Duties and Obligations 31 7.2 Specific Powers and Duties 32 7.3 Loans from the General Partner; Loans or Contributions from the Partnership; Contracts with Affiliates; Certain Restrictions on the General Partner. 34 7.4 Title to Property 35 7.5 Exercise of Duties 35 7.6 Limitation of Liability 35 7.7 Indemnity of General Partner 35 7.8 Other Matters Concerning the General Partner 36 7.9 Indemnity of Partnership 37 7.10 Restrictions upon the General Partner 37 7.11 Employment of an Affiliate or Associate 37 7.12 Removal of the General Partner 37 7.13 Voluntary Withdrawal of the General Partner 38 7.14 Condition Precedent 38 7.15 Transfer to New General Partner 38 7.16 Transfer of Title to New General Partner 38 7.17 Release By Partnership 38 7.18 New General Partner 38 7.19 Transfer of General Partner Interest 38 7.20 Resolution of Conflict of Interests 39 ARTICLE 8
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POWERS, DUTIES AND OBLIGATIONS OF GENERAL PARTNER. 37 6.1 Powers, Duties and Obligations 37 6.2 Specific Powers and Duties of General Partner 38 6.3 Restrictions upon the General Partner 41 6.4 Borrowings 41 6.5 Exercise of Duties 41 6.6 Limitation of Liability 41 6.7 Indemnity of General Partner 42 6.8 Liability of Indemnitees 43 6.9 Reimbursement of General Partner 44 6.10 Resolution of Conflicts of Interest 44 6.11 Other Matters Concerning the General Partner 44 6.12 Indemnity of Partnership 44 6.13 Removal of the General Partner 45 6.14 Voluntary Withdrawal of the General Partner 45 6.15 Condition Precedent 46 6.16 Transfer to New General Partner 46 6.17 General Partner to be Held Harmless by Partnership 46 6.18 New General Partner 46 6.19 Transfer of General Partner Interest 46 6.20 Fiduciary Duties and Liabilities 47 ARTICLE 7 FINANCIAL INFORMATION 47 7.1 Books and Records 47 7.2 Right to Inspect Partnership Books and Records 47 7.3 Income Tax Information 48 7.4 Accounting Policies 48 7.5 Financial Statements 48 7.6 Appointment of Auditor 48 ARTICLE 8 MEETINGS OF THE LIMITED PARTNERS 49 8.1 Requisitions of Meetings 49 8.2 Place of Meeting 49 8.3 Notice of Meeting 49 8.4 Record Dates 49 8.5 Proxies 50 8.6 Validity of Proxies 50 8.7 Form of Proxy 50 8.8 Revocation of Proxy 50 8.9 Entities 50 8.10 Attendance of Others 50 8.11 Chairperson 51 8.12 Quorum 51 8.13 Voting Procedure 51 8.14 Poll 52 8.15 Powers of Limited Partners; Resolutions Binding 52 8.16 Powers Exercisable by Special Resolution 52 8.17 Conditions to Action by Limited Partners 53 8.18 Minutes 53 8.19 Additional Rules and Procedures 54 ARTICLE 9 REGISTRATION RIGHTS 54 9.1 Demand Registration Rights 54 9.2 Piggy-Back Registration Rights 55 9.3 Conditions of the Demand Registration Rights and Piggy-Back Registration Rights 55 9.4 Expenses 56 9.5 Market Stand-off Agreement 56 ARTICLE 10 AMENDMENT 56 ARTICLE 11 DISSOLUTION AND LIQUIDATION 56 11.1 Dissolution of Partnership 56 11.2 No Dissolution 57 11.3 Procedure on Dissolution 57 11.4 Disproportionate Distributions 57 11.5 Termination 58 11.6 No Right to Dissolve 58 11.7 Survival 58 ARTICLE 12 MISCELLANEOUS 58 12.1 Notices 58 12.2 Further Acts 59 12.3 Counterparts 59 12.4 Binding Agreement 59 12.5 Taxes on Indemnities and Similar Payments 59 12.6 Davies Xxxx Xxxxxxxx & Xxxxxxxx LLP Acting for More Than One Party 59 12.7 Language 60 SCHEDULE “A” SCHEDULE “B” SCHEDULE “C” SCHEDULE “D” SCHEDULE “E” AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT ACH LIMITED PARTNERSHIP THIS AGREEMENT is made o...
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POWERS, DUTIES AND OBLIGATIONS OF GENERAL PARTNER. 30 8.1 Powers, Duties and Obligations 30 8.2 Specific Powers and Duties 31 8.3 Dealings with Third Parties 32 8.4 Delegation 33 8.5 Title to Property 33 8.6 Exercise and Discharge of Duties 33 8.7 Insurance 33 8.8 Advances by General Partner 33 8.9 Repayment of Advances 33 8.10 Borrowing from Partnership 34 8.11 Commingling of Funds 34 8.12 Indemnity of General Partner 34 8.13 Liability of Indemnitees 35 8.14 Resolution of Conflicts of Interest 35 8.15 Other Matters Concerning the General Partner 37 8.16 Indemnity of Partnership 38 8.17 Restrictions upon the General Partner 38 8.18 Employment of an Affiliate 38 8.19 Removal of General Partner 38 8.20 Voluntary Withdrawal of General Partner 39 8.21 Condition Precedent 39 8.22 Transfer to New General Partner 39 8.23 Transfer of Title to New General Partner 39 8.24 Release by Partnership 40 8.25 New General Partner 40 ARTICLE 9 FINANCIAL INFORMATION 40 9.1 Books and Records 40 9.2 Reports 40 9.3 Income Tax Information 40
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POWERS, DUTIES AND OBLIGATIONS OF GENERAL PARTNER. 7.1 Duties and Obligations. 47 7.2 Specific Powers and Duties. 47
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POWERS, DUTIES AND OBLIGATIONS OF GENERAL PARTNER 
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Related to POWERS, DUTIES AND OBLIGATIONS OF GENERAL PARTNER

  • Duties and Obligations The Administrative Agent shall not have any duties or obligations except those expressly set forth in the Loan Documents. Without limiting the generality of the foregoing, (a) the Administrative Agent shall not be subject to any fiduciary or other implied duties, regardless of whether a Default has occurred and is continuing, (b) the Administrative Agent shall not have any duty to take any discretionary action or exercise any discretionary powers, except discretionary rights and powers expressly contemplated by the Loan Documents that the Administrative Agent is required to exercise as directed in writing by the Required Lenders (or such other number or percentage of the Lenders as shall be necessary under the circumstances as provided in Section 9.02), and, (c) except as expressly set forth in the Loan Documents, the Administrative Agent shall not have any duty to disclose, and shall not be liable for the failure to disclose, any information relating to any Loan Party or any Subsidiary that is communicated to or obtained by the bank serving as Administrative Agent or any of its Affiliates in any capacity. The Administrative Agent shall not be liable for any action taken or not taken by it with the consent or at the request of the Required Lenders (or such other number or percentage of the Lenders as shall be necessary under the circumstances as provided in Section 9.02) or in the absence of its own gross negligence or willful misconduct as determined by a final nonappealable judgment of a court of competent jurisdiction. The Administrative Agent shall be deemed not to have knowledge of any Default unless and until written notice thereof is given to the Administrative Agent by the Borrower or a Lender, and the Administrative Agent shall not be responsible for or have any duty to ascertain or inquire into (i) any statement, warranty or representation made in or in connection with any Loan Document, (ii) the contents of any certificate, report or other document delivered hereunder or in connection with any Loan Document, (iii) the performance or observance of any of the covenants, agreements or other terms or conditions set forth in any Loan Document, (iv) the validity, enforceability, effectiveness or genuineness of any Loan Document or any other agreement, instrument or document, (v) the creation, perfection or priority of Liens on the Collateral or the existence of the Collateral, or (vi) the satisfaction of any condition set forth in Article IV or elsewhere in any Loan Document, other than to confirm receipt of items expressly required to be delivered to the Administrative Agent.

  • Rights, Powers and Obligations of Manager d. The Company is organized as a “member-managed” limited liability company.

  • Duties and Obligations of Administrative Agent The Administrative Agent shall not have any duties or obligations except those expressly set forth in the Loan Documents. Without limiting the generality of the foregoing, (a) the Administrative Agent shall not be subject to any fiduciary or other implied duties, regardless of whether a Default has occurred and is continuing (the use of the term “agent” herein and in the other Loan Documents with reference to the Administrative Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable law; rather, such term is used merely as a matter of market custom, and is intended to create or reflect only an administrative relationship between independent contracting parties), (b) the Administrative Agent shall have no duty to take any discretionary action or exercise any discretionary powers, except as provided in Section 11.03, and (c) except as expressly set forth herein, the Administrative Agent shall not have any duty to disclose, and shall not be liable for the failure to disclose, any information relating to the Borrower or any of its Subsidiaries that is communicated to or obtained by the bank serving as Administrative Agent or any of its Affiliates in any capacity. The Administrative Agent shall be deemed not to have knowledge of any Default unless and until written notice thereof is given to the Administrative Agent by the Borrower or a Lender, and shall not be responsible for or have any duty to ascertain or inquire into (i) any statement, warranty or representation made in or in connection with this Agreement or any other Loan Document, (ii) the contents of any certificate, report or other document delivered hereunder or under any other Loan Document or in connection herewith or therewith, (iii) the performance or observance of any of the covenants, agreements or other terms or conditions set forth herein or in any other Loan Document, (iv) the validity, enforceability, effectiveness or genuineness of this Agreement, any other Loan Document or any other agreement, instrument or document, (v) the satisfaction of any condition set forth in Article VI or elsewhere herein, other than to confirm receipt of items expressly required to be delivered to the Administrative Agent or as to those conditions precedent expressly required to be to the Administrative Agent’s satisfaction, (vi) the existence, value, perfection or priority of any collateral security or the financial or other condition of the Borrower and its Subsidiaries or any other obligor or guarantor, or (vii) any failure by the Borrower or any other Person (other than itself) to perform any of its obligations hereunder or under any other Loan Document or the performance or observance of any covenants, agreements or other terms or conditions set forth herein or therein. For purposes of determining compliance with the conditions specified in Article VI, each Lender shall be deemed to have consented to, approved or accepted or to be satisfied with, each document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to a Lender unless the Administrative Agent shall have received written notice from such Lender prior to the proposed closing date specifying its objection thereto.

  • Rights and Obligations of Party B 1、乙方应当具有海事管理机构批准的资质，并保持相应的应急清污能力。

  • Rights and Obligations of the Parties 13.2.1 The client shall be under obligation:

  • Rights and Obligations of Limited Partners Section 8.1 Limitation of Liability 27 Section 8.2 Management of Business 27 Section 8.3 Outside Activities 27 Section 8.4 Return of Capital 27 Section 8.5 Rights of Limited Partners Relating to the Partnership 27

  • Rights and Obligations of Party A I. Rights of Party A

  • Rights and Obligations of the Limited Partners 8.1 Management of the Partnership. The Limited Partners shall not participate in the management or control of Partnership business nor shall they transact any business for the Partnership, nor shall they have the power to sign for or bind the Partnership, such powers being vested solely and exclusively in the General Partner.

  • Survival of Rights, Duties and Obligations 17.6.1 Termination of this Agreement for any cause shall not release a Party from any liability which at the time of termination has already accrued to the other Party or Parties or which thereafter may accrue in respect of any act or omission prior to such termination.

  • Rights and Obligations of Members Section 6.1

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