Master Partnership Agreement definition
Examples of Master Partnership Agreement in a sentence
The value of the net assets of the Master Fund shall be determined pursuant to the applicable provisions of the Master Partnership Agreement, valuation procedures, and Registration Statement of the Master Fund, each as amended from time to time.
Subject to Section 3 and Section 4 herein, the Investment Manager will render the services set forth in Section 2 of this Agreement at its own expense, including without limitation, the salaries of employees necessary for such services, the rent and utilities for the facilities provided, and other advisory and operating expenses, except as assumed by the Master Fund under this Agreement or the Master Partnership Agreement or provided for pursuant to the permitted use of soft dollar arrangements.
Pursuant to Section 6.14 of the Master Partnership Agreement and Section 6.12 of each of the Operating Partnership Agreements, in each case as amended, third parties dealing with the Partnerships shall be entitled to assume that Management has the full power and authority of the General Partner in acting for the Partnerships.
Since each of Management and certain other parties specified in the Partnership Agreements who are associated with Management are Indemnitees, the provisions of Section 6.8 in the Master Partnership Agreement and Section 6.4(b) of each of the Operating Partnership Agreements, in each case as amended, regarding the limitation on an Indemnitee's liability for monetary damages shall be applicable to all such Indemnitees.
Subject to Section 3 and Section 4 herein, the Adviser will render the services set forth in Section 2 of this Agreement at its own expense, including without limitation, the salaries of employees necessary for such services, the rent and utilities for the facilities provided, and other advisory and operating expenses, except as assumed by the Master Fund under this Agreement or the Master Partnership Agreement or provided for pursuant to the permitted use of soft dollar arrangements.
Subject to Section 7.7(g) of the Master Partnership Agreement, in the event that a Tax Risk is incurred, and the Partnership or the Operating Partnerships incur the Damages associated therewith, the General Partner shall issue to the Partnership a promissory note (the "Note") for the amount of the Damages, with interest calculated at the rate (including points or other financing charges or fees) that the General Partner would be charged by an unrelated lender on a comparable loan.
The Company owns of record and beneficially (i) all of the issued and outstanding capital stock of the Management Subsidiary free and clear of any Liens, and (ii) a 1% general partnership interest in the Master Partnership in accordance with the Master Partnership Agreement.
Except to the extent this obligation is assumed by a successor general partner pursuant to Section 3.02, the General Partner shall continue to serve as the general partner of the Partnership and the Operating Partnerships until the end of the ESOP Period unless the Partnership shall be sooner dissolved under Section 14.1(d) of the Master Partnership Agreement.
To the extent that a Landlord Consent is required, Sellers agree to use reasonable efforts to secure such Landlord Consent and to deliver the same into the Premises Escrow as provided in this Agreement.
If the General Partner is removed as general partner of the Partnership or one or more of the Operating Partnerships during the ESOP Period (but not if the General Partner voluntarily withdraws as general partner) pursuant to Section 13.1(b) of the Master Partnership Agreement, the General Partner may cause the successor general partner of the Partnership and the Operating Partnerships to assume its respective obligations, liabilities and duties under this Agreement.