Duties of the Managing General Partner Clause Samples

Duties of the Managing General Partner. The Managing General Partner shall: (i) devote to the Partnership such time as the Managing General Partner deems necessary to conduct the Partnership business and affairs in an appropriate manner; (ii) prepare or cause to be prepared and to file on or before the due date (or any extension thereof) any federal, state or local tax returns required to be filed by the Partnership; (iii) cause the Partnership to pay any taxes payable by the Partnership; and (iv) perform all duties imposed on a "tax matters partner" of the Partnership by the Internal Revenue Code.
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Duties of the Managing General Partner. The Managing General Partner shall manage and control the business and affairs of the Company in the manner the Managing General Partner deems appropriate and necessary in order to carry out the purpose of the Company as set forth in Section 2.4.
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Duties of the Managing General Partner. The Managing General Partner shall provide regular, continuous and substantial services to the Partnership and shall be the “managing general partner” of the Partnership, as such term is used in the Property Tax Exemption and as further defined in the Property Tax Rules, specifically, BOE Property Tax Rule 140.1(a)(6). Except as otherwise set forth in this Agreement, the Managing General Partner, within the authority granted to it under this Agreement, shall have material participation in the control, management and direction of the Partnership’s business, and shall manage and control the affairs of the Partnership to the best of its ability and use its best efforts to carry out the purpose of the Partnership. In so doing, the Managing General Partner shall take all actions necessary or appropriate to protect the interests of the Partners and of the Partnership. The Managing General Partner shall devote such of its time as is necessary to the affairs of the Partnership. However, should extraordinary expenses be incurred by the Managing General Partner in complying with the recently promulgated BOE Regulation 140.1 (“Extraordinary Expenses”), the Managing General Partner may apply for reimbursement of Extraordinary Expenses from the Partnership, subject to the Managing General Partner’s documentation of Extraordinary Expenses. (a) Notwithstanding anything to the contrary contained herein, the Managing General Partner shall undertake the following substantial management duties (“Substantial Management Duties”) on behalf of the Partnership: (i) Rent, maintain and repair the Project, or if such duties are delegated to a property management agent, participate in the hiring and overseeing the work of such agent; (ii) Participate in hiring and overseeing the work of all persons necessary to provide services for the management and operation of the Partnership’s business; (iii) Monitor compliance with all government regulations and file or supervise the filing of all required documents with governmental agencies; Partnership; (iv) Execute and deliver all Partnership documents on behalf of the (v) Prepare or cause to be prepared all reports to be provided to the Partners or Lenders of the Partnership on a monthly, quarterly or annual basis consistent with the requirements of this Agreement; (vi) Coordinate all present and future development, construction or rehabilitation of the Project; and (vii) Ensure that charitable services or benefits, such as educational prog...
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Duties of the Managing General Partner. The Managing General Partner shall devote to the Partnership such time as it shall deem necessary to conduct the Partnership’s business and affairs in the best interest of the Partnership and its Partners. The Managing General Partner shall take all action that may be necessary or appropriate for the Partnership’s performance of the Program Agreements, which shall include the duty to: (i) Review status reports and cost b▇▇▇▇▇▇▇ for the drilling and completion of the Project W▇▇▇▇; (ii) Receive and review all operating reports, production payments and invoices for operating costs, and arrange for the timely payment of amounts due; (iii) Prepare or cause to be prepared, at the expense of the Partnership, and to file on or before the due date (or any extension thereof) all federal, state or local tax returns required to be filed by the Partnership, and to timely furnish each Partner all necessary tax reporting information in connection therewith; (iv) Prepare or cause to be prepared, at the expense of the Partnership, and to timely file all certificates, documents or other instruments required by any government agency or authority pertaining to the business and operations of the Partnership; (v) Maintain and preserve during the term of the Partnership and for six years thereafter all accounts, books and other relevant Partnership documents; and (vi) Distribute to the Partners, not less than quarterly, proceeds from the Partnership’s interest in Program operations that have not been set aside as reserves pursuant to Section 4.1(b)(viii).
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Related to Duties of the Managing General Partner

  • Duties of the Manager (a) The Manager shall, subject to the direction and control of the Trust’s Board of Trustees (i) (except to the extent an investment subadviser (each, a “Subadviser”), as defined below, has been retained in respect of some or all of the assets of the Fund) furnish continuously an investment program for the Fund and make investment decisions on behalf of the Fund and place all orders for the purchase and sale of portfolio securities; and (ii) provide reports on the foregoing to the Board of Trustees at each Board meeting. (b) In any case where a Subadviser has been retained in respect of some or all of the assets of the Fund as contemplated by Section 9 below, the Manager shall take the following actions in respect of the performance by the Subadviser of its obligations in respect of the Fund: - perform periodic detailed analysis and review of the performance by the Subadviser of its obligations to the Fund, including without limitation a review of the Subadviser’s investment performance in respect of the Fund and in respect of other accounts managed by the Subadviser with similar investment strategies; - prepare and present periodic reports to the Board of Trustees regarding the investment performance of the Subadviser and other information regarding the Subadviser, at such times and in such forms as the Board of Trustees may reasonably request; - review and consider any changes in the personnel of the Subadviser responsible for performing the Subadviser’s obligations and make appropriate reports to the Board of Trustees; - review and consider any changes in the ownership or senior management of the Subadviser and make appropriate reports to the Board of Trustees; - perform periodic in-person or telephonic diligence meetings with representatives of the Subadviser; - assist the Board of Trustees and management of the Trust in developing and reviewing information with respect to the initial approval of the subadvisory agreement with the Subadviser and annual consideration of the agreement thereafter; - at the request of the Board of Trustees, prepare recommendations with respect to the continued retention of any Subadviser or the replacement of any Subadviser; - at the request of the Board of Trustees, identify potential successors to or replacements of any Subadviser or potential additional Subadvisers, perform appropriate due diligence, and develop and present to the Board of Trustees a recommendation as to any such successor, replacement, or additional Subadviser; - designate and compensate from its own resources such personnel as the Manager may consider necessary or appropriate to the performance of its services hereunder; and - perform such other review and reporting functions as the Board of Trustees shall reasonably request consistent with this Management Agreement, the applicable subadvisory agreement, and applicable law. The Manager shall perform the obligations hereunder relating generally to the investment program of the Fund that have not been delegated to any Subadviser. (c) In addition, the Manager shall provide advice and recommendations to the Board of Trustees, and perform such review and oversight functions as the Board of Trustees may reasonably request, as to the continuing appropriateness of the investment objective, strategies, and policies of the Fund, valuations of portfolio securities, and other matters relating generally to the investment program of the Fund. (d) Nothing in this Management Agreement shall prevent the Manager or any officer thereof from acting as investment adviser or subadviser for any other person, firm or corporation and shall not in any way limit or restrict the Manager or any of its directors, officers, members, stockholders, or employees from buying, selling, or trading any securities for its or their own accounts or for the account of others for whom it or they may be acting. (e) The Manager shall, at its own expense, provide employees of the Manager to serve as officers of the Trust as the Board of Trustees may request. The Manager and the Board of Trustees may from time to time agree that the expense of certain officers of the Trust who may also be employees of the Manager, including without limitation the Chief Compliance Officer of the Trust and any Assistant Chief Compliance Officers, will be borne in part by the Trust and in part by the Manager or entirely by the Trust. (f) The Manager shall not be obligated to pay any expenses of or for the Trust or the Fund not expressly assumed by the Manager pursuant to this Management Agreement.

  • Activities of the Manager The services of the Manager to the Fund hereunder are not to be deemed exclusive, and the Manager and any of its affiliates shall be free to render similar services to others. Subject to and in accordance with the Agreement and Declaration of Trust and By-Laws of the Trust and Section 10(a) of the 1940 Act, it is understood that trustees, officers, agents and shareholders of the Trust are or may be interested in the Manager or its affiliates as directors, officers, agents or stockholders; that directors, officers, agents or stockholders of the Manager or its affiliates are or may be interested in the Trust as trustees, officers, agents, shareholders or otherwise; that the Manager or its affiliates may be interested in the Fund as shareholders or otherwise; and that the effect of any such interests shall be governed by said Agreement and Declaration of Trust, By-Laws and the 1940 Act.

  • Duties of the Adviser The Adviser shall continue to have responsibility for all services to be provided to the Fund pursuant to the Advisory Agreement and shall oversee and review the Subadviser’s performance of its duties under this Agreement. Nothing contained in this Agreement shall obligate the Adviser to provide any funding or other support for the purpose of directly or indirectly promoting investments in the Fund.

  • DUTIES OF THE ADVISOR The Advisor will use its reasonable best efforts to present to the Company and the Operating Partnership potential investment opportunities and to provide a continuing and suitable investment program consistent with the investment objectives and policies of the Company as determined and adopted from time to time by the Board. In performance of this undertaking, subject to the supervision of the Board and consistent with the provisions of the Articles of Incorporation, By-laws and the Operating Partnership Agreement, the Advisor, directly or indirectly, will: (a) serve as the Company’s and the Operating Partnership’s investment and financial advisor; (b) provide the daily management for the Company and the Operating Partnership and perform and supervise the various administrative functions necessary for the day-to-day management of the operations of the Company and the Operating Partnership; (c) investigate, select and, on behalf of the Company and the Operating Partnership, engage and conduct business with and supervise the performance of such Persons as the Advisor deems necessary to the proper performance of its obligations hereunder (including consultants, accountants, correspondents, lenders, technical advisors, attorneys, brokers, underwriters, corporate fiduciaries, escrow agents, depositaries, custodians, agents for collection, insurers, insurance agents, banks, builders, developers, property owners, property managers, real estate management companies, real estate operating companies, securities investment advisors, mortgagors, the registrar and the transfer agent and any and all agents for any of the foregoing), including Affiliates of the Advisor and Persons acting in any other capacity deemed by the Advisor necessary or desirable for the performance of any of the foregoing services (including entering into contracts in the name of the Company and the Operating Partnership with any of the foregoing); (d) consult with the officers and Directors of the Company and assist the Directors in the formulation and implementation of the Company’s financial policies, and, as necessary, furnish the Board with advice and recommendations with respect to the making of investments consistent with the investment objectives and policies of the Company and in connection with any borrowings proposed to be undertaken by the Company or the Operating Partnership; (e) subject to the provisions of Section 4 , (i) participate in formulating an investment strategy and asset allocation framework; (ii) locate, analyze and select potential Investments; (iii) structure and negotiate the terms and conditions of transactions pursuant to which acquisitions and dispositions of Investments will be made; (iv) research, identify, review and recommend acquisitions and dispositions of Investments to the Board and make Investments on behalf of the Company and the Operating Partnership in compliance with the investment objectives and policies of the Company; (v) arrange for financing and refinancing and make other changes in the asset or capital structure of, and dispose of, reinvest the proceeds from the sale of, or otherwise deal with, Investments; (vi) enter into leases and service contracts for Real Estate Assets and, to the extent necessary, perform all other operational functions for the maintenance and administration of such Real Estate Assets; (vii) actively oversee and manage Investments for purposes of meeting the Company’s investment objectives and reviewing and analyzing financial information for each of the Investments and the overall portfolio;

  • Duties of Manager The Manager, at its own expense, shall furnish the following services and facilities to the Trust: