The General Partner. The General Partner, on behalf of the Partnership, shall retain one or more Trading Advisors to make all trading decisions for the Partnership, and shall delegate complete trading discretion to such Trading Advisors; provided, however, that the General Partner may override any trading instructions: (i) which the General Partner, in its sole discretion, determines to be in violation of any trading policy of the Partnership, as set forth in subsection (c) below; (ii) to the extent the General Partner believes doing so is necessary for the protection of the Partnership; (iii) to terminate the Futures Interests trading of the Partnership; (iv) to comply with applicable laws or regulations; or (v) as and to the extent necessary, upon the failure of a Trading Advisor to comply with a request to make the necessary amount of funds available to the Partnership, to fund distributions, redemptions, or reapportionments among Trading Advisors or to pay the expenses of the Partnership; and provided, further, that the General Partner may make trading decisions at any time at which a Trading Advisor shall become incapacitated or some other emergency shall arise as a result of which such Trading Advisor shall be unable or unwilling to act and a successor Trading Advisor has not yet been retained. The Partnership shall not enter into any agreement with the General Partner, Xxxxxx Xxxxxxx, or their respective Affiliates (other than a selling agreement as contemplated by Section 6) which has a term of more than one year and which does not provide that it shall be terminable by the Partnership without penalty upon 60 days’ prior written notice by the General Partner; provided, however, that any such agreement may provide for automatic renewal for additional one-year terms unless either the Partnership or the other party to such agreement, upon written notice given not less than 60 days prior to the original termination date or any extended termination date, notifies the other party of its intention not to renew. Subject to the foregoing paragraph, the General Partner is hereby authorized, on behalf of the Partnership, to enter into the form of management agreement described in the Prospectus (each, a “Management Agreement”) with each Trading Advisor described in the Prospectus, and to cause the Partnership to pay to each such Trading Advisor the management and incentive fees provided for in the applicable Management Agreement, as described in the Prospectus. The General Partne...
The General Partner. The General Partner shall have the sole and exclusive right, duty and power to manage the business of the Partnership, including, without limitation, the right and power to:
The General Partner. The Partnership shall be managed by or under the sole direction of the General Partner. All decisions relating to the business and affairs of the Partnership shall be made, and all action proposed to be taken by or on behalf of the Partnership shall be taken, by or under the direction of the General Partner in its sole and absolute discretion and without the consent of the Limited Partners. All such decisions or actions made or taken by or under the direction of the General Partner hereunder shall be binding upon all of the Partners and the Partnership. All approvals, consents, or ratifications of actions taken by the General Partner required herein may be prospective or retroactive.
The General Partner. The General Partner is the sole general partner of the Partnership with a 2% general partner interest in the Partnership and owns all the Incentive Distribution Rights; such general partner interest and Incentive Distribution Rights have been duly authorized and validly issued in accordance with the Partnership Agreement; and the General Partner owns such general partner interest and Incentive Distribution Rights free and clear of all Liens (except for restrictions on transferability as described in the Prospectus or set forth in the Partnership Agreement) except Liens pursuant to the ATLS Credit Agreements.
The General Partner. The obligation of each of the Lenders to participate in the Loans, is subject to the further conditions that the Lenders in all respect have approved the General Partner.
The General Partner. (i) is a corporation duly organized, validly existing and in good standing under the laws of the State of Missouri;
The General Partner. (a) The General Partner of the Partnership shall be Freeport GP unless a successor has been appointed pursuant to the provisions of this Agreement.
The General Partner. (i) makes an assignment for the benefit of creditors;
The General Partner. (a) The General Partner shall have the exclusive right and power to manage and operate the Partnership and to do all things necessary to carryon the business of the Partnership for the purposes described in paragraph 3. The General Partner shall devote so much of its time to the business of the Partnership as in its judgment the conduct of its business shall reasonably require and shall not be obligated to do or perform any act or thing in connection with the business of the Partnership not expressly set forth herein. The General Partner may engage in business ventures of any nature and description independently or with others, including but not limited to business of the character described in paragraph 3 hereof (or any part thereof), and neither the Partnership nor any of the other Partners shall have any rights in and to such independent ventures or the income or profits derived therefrom.
The General Partner. [Fund Manager] may, but shall have no obligation to, provide co-investment opportunities (whether by way of a direct investment in a Portfolio Company or as an investment through an intermediate holding vehicle) to electingany one or more Limited Partners or [strategic third parties] [ / any third party], to invest side-by-side with the Fund in circumstances where a co-investment opportunity is available; provided that no co-the General Partner may offer such Persons only that portion of an investment opportunity shall be allocated to any Interested Person without the prior written consent of the Advisory Committee. All co-investments shall be made in accordance with the General Partner’s co-investment policy. 9.3.2 that the General Partner reasonably determines in its sole discretion is not appropriate for the Fund to make (whether by reason of the investment restrictions set forth in Section 7.1 (Investment Restrictions.) or otherwise).108 Any co-investment shall be made and divested at substantially the same time and on the same terms (save as required for legal, tax or regulatory purposes), including the same form or forms of consideration (and in the same proportions of forms of consideration) as the corresponding investment by the Fund.