Loyalty to Limited Partners Sample Clauses

Loyalty to Limited Partners. Members must:
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Related to Loyalty to Limited Partners

  • Partners If the Partnership declines to purchase said ownership interest under said notice period, each Partner shall jointly and severally be given a first right of refusal within days’ notice to purchase the ownership interest under the same terms and conditions agreed upon by the potential buyer. If more than one (1) Partner agrees to purchase, they shall be obligated to share the terms of the purchase equally.

  • Rights of Limited Partners Except as otherwise provided in this Agreement, each Limited Partner shall look solely to the assets of the Partnership for the return of its Capital Contributions and shall have no right or power to demand or receive property other than cash from the Partnership. Except as otherwise provided in this Agreement, no Limited Partner shall have priority over any other Partner as to the return of its Capital Contributions, distributions, or allocations.

  • LIABILITY OF LIMITED PARTNERS Except as provided in the following sentence, notwithstanding the provisions hereof for the allocation of the Partnership’s net losses and for the distribution of cash to the Partners by the Partnership, the Limited Partners shall not be responsible or obligated to any third parties for any debts or liabilities of the Partnership in excess of such Limited Partner’s unrecovered contributions to the capital of the Partnership and such Limited Partner’s share of any undistributed profits of the Partnership.

  • Certificate of Limited Partnership The General Partner has caused the Certificate of Limited Partnership to be filed with the Secretary of State of the State of Delaware as required by the Delaware Act. The General Partner shall use all reasonable efforts to cause to be filed such other certificates or documents that the General Partner determines to be necessary or appropriate for the formation, continuation, qualification and operation of a limited partnership (or a partnership in which the limited partners have limited liability) in the State of Delaware or any other state in which the Partnership may elect to do business or own property. To the extent the General Partner determines such action to be necessary or appropriate, the General Partner shall file amendments to and restatements of the Certificate of Limited Partnership and do all things to maintain the Partnership as a limited partnership (or a partnership or other entity in which the limited partners have limited liability) under the laws of the State of Delaware or of any other state in which the Partnership may elect to do business or own property. Subject to the terms of Section 3.4(a), the General Partner shall not be required, before or after filing, to deliver or mail a copy of the Certificate of Limited Partnership, any qualification document or any amendment thereto to any Limited Partner.

  • Business Partners Red Hat has entered into agreements with other organizations (“Business Partners”) to promote, market and support certain Software and Services. When Client purchases Software and Services through a Business Partner, Red Hat confirms that it is responsible for providing the Software and Services to Client under the terms of this Agreement. Red Hat is not responsible for (a) the actions of Business Partners, (b) any additional obligations Business Partners have to Client, or (c) any products or services that Business Partners supply to Client under any separate agreements between a Business Partner and Client.

  • New Partners No person shall be admitted as a Partner of the Partnership except with the consent of all the Partners who shall determine the terms and conditions upon which such admission is to be effective.

  • Waiver of Appellate and Post-Conviction Rights a. The defendant acknowledges, understands and agrees that by pleading guilty pursuant to this plea agreement he waives his right to appeal or collaterally attack a finding of guilt following the acceptance of this plea agreement, except on grounds of (1) ineffective assistance of counsel; or (2) prosecutorial misconduct.

  • PROFESSORS, TEACHERS AND RESEARCHERS 1. An individual who is a resident of a Contracting State immediately before making a visit to the other Contracting State, and who, at the invitation of any university, college, school or other similar educational institution which is recognized by the competent authority in that other Contracting State, visits that other Contracting State for a period not exceeding two years solely for the purpose of teaching or research or both at such educational institution shall be exempt from tax in that other Contracting State on any remuneration for such teaching or research.

  • Commercial Opportunities 1. The airlines of each Party shall have the right to establish offices in the territory of the other Party for the promotion and sale of air transportation.

  • Associates The Labor Council may designate only one Labor Council Associate and alternate at each Department/Agency facility. The Labor Council Associates are union stewards as that term is generally used. The alternate shall serve in the absence of the Associate. The Associate or alternate will be permitted reasonable time off during his/her normal tour of duty to attend to the administration of the Agreement, to investigate and process grievances for employees, and represent employees as provided for in the grievance procedure contained in Article 20. Additionally Associates will be permitted reasonable time off during his/her normal tour of duty to represent employees in predisciplinary meetings at regular rate with no loss of benefits. During such time the Associate or alternate shall continue to be paid at his/her regular rate and shall receive all fringe benefits, seniority accrual and other benefits. When not using time for such purposes, Associates and alternates will perform their regularly assigned job duties. An employee must have completed his/her probationary period before becoming an Associate or alternate. In addition to the time permitted by the grievance procedure, each Labor Council Associate or alternate shall be permitted to use a reasonable amount of paid time to consult with Labor Council representatives and represent bargaining unit members at grievance meetings. Associates and alternates, of the Ohio Department of Natural Resource, may cross division lines within each affected department to represent employees in grievance and predisciplinary meetings. Negotiating Committee members who are off duty or using banked hours under Section 10.04 (B.) may cross departmental and division lines for the same purposes. Each Associate or alternate will notify his/her supervisor of the necessity to leave his/her work assignment to carry out duties in connection with this Agreement. Associates may use a reasonable amount of working time to receive and investigate complaints and grievances of employees on the premises of the Employer only if such activity does not interfere with or interrupt Department/Agency operations and with prior approval by the grievant's supervi sor. Permission will be granted after consideration of work operations by the Employer. Such permission will not be unreasonably withheld. If it should become necessary to deny such paid time in connection with the investigation or processing of a grievance, the time provided in the grievance procedure for action to be taken by the Labor Council will automatically be extended. Such extensions will be calculated by adding one working day to the time limits for each day on which the Labor Council Associate or alternate is denied paid time to carry out his/her duties in connection with this Agreement. Upon entering any work area other than his/her own and prior to engaging in any xxxxxxx duties, the Associate shall report to the supervisor of the work area. He/she shall identify the nature of the activity he/she is to perform. The Labor Council shall provide written notification to the Employer of the appointment of Associates or alternates five (5) days prior to such appointment being effective. No appointment will be recognized until written notification is received by the Employer. All requests for any form of time off from work pursuant to this Article must be made by completing a form or log provided by the Employer, which may include electronic mail. Except by mutual agreement, no employee will be granted any time off pursuant to this Article, without completing the form or log prior to the utilization of such time, and securing authorization by attempting to contact all identified management representatives and obtaining permission to utilize such time. The employee shall enter on the form the time the leave commences, and upon returning, the employee shall enter the return time. Employees who do not return to their worksite prior to the end of the employee’s workday shall complete the form at the beginning of the employee’s next workday. Employees who normally work out of the office, will work out an acceptable alternative union leave request procedure with their supervisor. In the absence of a mutually agreed to form, the employee shall use state leave forms. Additionally, Delegates shall be permitted eight (8) hours of paid administrative leave to attend the Ohio Labor Council Annual One Day Conference and up to eight (8) hours of paid administrative leave shall be granted monthly to any bargaining unit employee who serves on the Ohio Labor Council Board of Directors for the purpose of attending the monthly Board of Directors meeting. Up to eight (8) hours of paid administrative leave shall be granted annually to Labor Council Associates or officers for the purpose of associate training, and paid administrative leave shall be granted for any time spent serving on the OCSEA Benefits Trust Board.

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