Rights and Obligations of the General Partner Clause Samples

The "Rights and Obligations of the General Partner" clause defines the powers, duties, and responsibilities assigned to the general partner in a partnership or investment fund. It typically outlines the authority of the general partner to manage the partnership’s operations, make investment decisions, and act on behalf of the partnership, while also specifying obligations such as fiduciary duties, reporting requirements, and compliance with laws. This clause ensures clarity regarding the scope of the general partner’s role, helping to prevent disputes and align expectations among all parties involved.
Rights and Obligations of the General Partner. 9 6.1 Management. . . . . . . . . . . . . . . . . . . 9 6.2 Outside Activities of the General Partner . . .
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Rights and Obligations of the General Partner. In addition to the rights and obligations set forth elsewhere in this Agreement, the General Partner shall have the following rights and obligations:
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Rights and Obligations of the General Partner. 6.1. Management 25 6.2. Authority 26 6.3. Withdrawal or Transfer of the General Partner’s Interest 26 6.4. Replacement of the General Partner 27 6.5. Expenses 27 6.6. Other Activities 27 6.7. Indemnification 28
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Rights and Obligations of the General Partner. 2 3.1 Management........................................................... 2 3.2
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Rights and Obligations of the General Partner. The General Partner shall be required to manage the day-to-day Partnership affairs in a prudent and businesslike manner, and in accordance with good practices in the industry. Specifically, the General Partner is authorized and shall use its best efforts in performing the following functions and duties: (a) Operating the Partnership business on a day-to-day basis; (b) Keeping the Partners informed of Partnership operations through progress reports at such intervening periods as the General Partner deems appropriate and furnishing the Partners financial statements covered by the report of an accounting firm; (c) Obtaining and maintaining with responsible companies such insurance as may be available, in such amounts, and covering such risks as the General Partner deems appropriate; (d) Maintaining complete and accurate records with respect to Partnership business and transactions; (e) Maintaining complete and accurate books of the Partnership, showing receipts and expenditures, assets and liabilities, profits and losses, and all other records necessary for recording the Partnership’s business and affairs, including those sufficient to record allocations and distributions, and furnishing the Partners all reasonably necessary tax reporting information; (f) Entering into, performing and carrying out contracts of any kind, on behalf of the Partnership, necessary to or incidental to, the accomplishment of the Partnership’s business; (g) Assuring that the Partnership complies with and performs as required all conditions, covenants, and undertakings of whatever nature fixed in agreements or documents affecting the Partnership; (h) Selling, exchanging, or otherwise disposing of all or any part of the assets of the Partnership; (i) Borrowing money and issuing evidences of indebtedness and securing the same by mortgage, pledge, or other lien on any assets of the Partnership, in furtherance of any and all of the purposes of the Partnership; (j) Prepaying in whole or in part, refinancing, recasting, increasing, modifying, or extending any mortgage on assets of the Partnership and in connection thereunto executing any extensions, renewals, or modifications of any mortgage on assets of the Partnership; (k) Hiring and firing Partnership employees; (l) Acquiring any property, real or personal, in fee or under lease, or any rights therein or appurtenant thereto, necessary or convenient for the purposes authorized under this Agreement; (m) Making distributions to the Partners...
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Rights and Obligations of the General Partner. (a) The General Partner shall be subject to all of the liabilities of a general partner specified in this Agreement and the Delaware Act. (b) The Limited Partners will be excused from accepting the performance of and rendering performance to any person (other than the General Partner) acting as general partner hereunder (including any trustee or assignee of or from the General Partner). (c) Notwithstanding any other provision of this Agreement, the Bankruptcy of the General Partner shall not cause the General Partner to cease to be a general partner of the Partnership and upon the occurrence of such an event, the Partnership shall continue without dissolution. This Section 4.3(c), together with the definition of “Bankruptcy” set forth in this Agreement, is intended to and shall supersede the events of withdrawal set forth in Sections 17402(a)(4) & (5) of the Act. (d) As an inducement for the Limited Partners to enter into this Agreement, the General Partner represents, warrants and covenants to each Limited Partner that as of the Effective Date: (i) The General Partner has been duly formed and is a validly existing Cayman limited company, with full power and authority to perform its obligations herein. (ii) This Agreement has been duly authorized, executed and delivered by the General Partner and, assuming due authorization, execution and delivery by each Limited Partner, constitutes a valid and binding agreement of the General Partner enforceable in accordance with its terms against the General Partner, except as may be limited by bankruptcy, insolvency, reorganization, moratorium, and other similar laws of general applicability relating to or affecting creditors’ rights or general equity principles (regardless of whether considered at law or in equity).
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Rights and Obligations of the General Partner. Terms capitalized and not otherwise defined in this Section 7.12 are defined as set forth in the Second Amended and Restated Agreement of Limited Partnership of CIM Urban Partners, L.P., dated as of December 22, 2005, by and between CIM Urban Partners GP, Inc. and CIM Urban REIT, LLC (as such agreement was further amended). A. The General Partner shall have the power on behalf of and in the name of the Partnership to engage an Affiliate of the General Partner as the Investment Manager for the Partnership (it being understood and agreed that the prior General Partner has executed and delivered the Investment Management Agreement, dated as of December 10, 2015, by and between the Partnership and CIM Investment Advisors, LLC as the Investment Manager, which agreement was assigned pursuant to the Assignment Agreement, dated as of January 1, 2019, by and among CIM Capital, LLC, CIM Capital Controlled Company Management, LLC, CIM 55 Capital RE Debt Management, LLC, CIM Capital Real Property Management, LLC and CIM Capital Securities Management, LLC) (together, the “Investment Management Agreement”). B. Pursuant to the Investment Management Agreement but subject to the applicability of the Fee Waiver, the Partnership shall pay to the Investment Manager an annual investment management fee (the “Investment Management Fee”) for the services rendered by the Investment Manager in managing the assets of the Partnership. The Investment Management Fee shall be payable quarterly in arrears on the tenth day (or, if such day is not a Business Day, on the next succeeding Business Day) following the close of each fiscal quarter of the Partnership. Each quarterly installment of the Investment Management Fee shall be an amount equal to (i) if the daily average Adjusted Fair Value of the Partnership Investments during such quarter is less than or equal to $500 million, 0.25% of such daily average Adjusted Fair Value, (ii) if the daily average Adjusted Fair Value of the Partnership Investments during such quarter is greater than $500 million but less than or equal to $1 billion, the sum of $1.25 million plus 0.2375% of such daily average Adjusted Fair Value in excess of $500 million, (iii) if the daily average Adjusted Fair Value of the Partnership Investments during such quarter is greater than $1 billion but less than or equal to $1.5 billion, the sum of $2.4375 million plus 0.225% of such daily average Adjusted Fair Value in excess of $1 billion, (iv) if the daily average Adju...
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Rights and Obligations of the General Partner 
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Related to Rights and Obligations of the General Partner

  • Rights and Obligations of Members Section 6.1

  • Rights and Obligations of the Parties 5.2.1. The client is obliged to: 5.2.1.1. Check for an SMS at the moment of issuance of a card, by which means they will receive a pin code, or check the integrity of the envelope in which the pin code is given; 5.2.1.2. Regularly review and abide by card usage and security regulations developed by the Bank, and not allow disclosure of the card and/or pin-code to the third persons; 5.2.1.3. Reimburse those bank expenses which are related to additional service costs of VISA and Mastercard (if any); 5.2.1.4. Use the card to pay the Bank any commission fee related to card servicing (producing, renewal, including in the international stop-list, etc.) and processing card transactions consistent with the tariff established by the Bank and/or international payment systems; 5.2.1.5. Perform transactions on the card account only within the limits of the available balance. The Bank shall impose a penalty on an intentionally or erroneously overspent amount in excess of the available balance according to the tariff established by the Bank for each day of using the surcharge amount; 5.2.1.6. Promptly fill surcharged amount; 5.2.1.7. Promptly notify the Bank about loss of the card; 5.2.1.8. Shall process card payment transaction in the internet only through the web pages having secure payment certifications (web pages where MasterCard SecureCode or Verified by VISA logos are depicted, allowing for making payment with 3D security code). The bank shall bear no responsibility for the transactions of the client made at the web-pages having no secure payment certifications. 5.2.2. The client is authorized to: 5.2.2.1. At any time obtain information on transactions held at the card account and request statements reflecting such transactions. The client is authorized to become familiar with the transactions made at the card accounts in the internet banking and/or address JSC “Pasha Bank Georgia” telephone services center – contact center and/or any branch of the bank to obtain such information. Card transactions statements shall be issued in a form requested by the client in the timelines established by the bank, however no later than 2 (two) banking days after the request of the client has been made. The bank is entitled to establish the commission for issuing the transaction statement made for the card account. 5.2.2.2. Submit a justified claim on transactions performed on the card account consistent with clause 5.4 of the present agreement. 5.2.3. The client acknowledges that: 5.2.3.1. Cards produced by the Bank are equipped with contactless technology; 5.2.3.2. Throughout the territory of Georgia, contactless card transactions without a pin code are permitted to the amount of up to 100 (one hundred) GEL. The Bank does not bear responsibility and does not accept claims from clients for contactless transaction(s) performed with the card account of a client up to 100 GEL throughout Georgia (notwithstanding the number of such transactions performed with the card).

  • 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.

  • RIGHTS AND OBLIGATIONS OF NWESD The NWESD Board of Directors and Superintendent agree to provide educational services pursuant to requirements of the Office of the Superintendent of Public Instruction (OSPI). All staff for the Program shall be employed by the NWESD and subject to the policies and rules and regulations of the NWESD, including regulations pertaining to RCW 28A.400.303, RCW 28A.400.322 and RCW 28A.400.330, and teacher certification as required by the State of Washington. In accordance with this Agreement, the NWESD shall: A. Operate a self-contained education program for students with specialized learning needs who manifest severe behavior challenges. B. Recruit, employ, and supervise staff required to adequately operate the Program. All staff for the Program shall be employed by the NWESD and shall be subject to the policies, rules and regulations of the Board of Directors of the NWESD. The NWESD reserves the right to delay or, if necessary, deny placement of any student where staffing capacity at the time of referral is estimated to be insufficient to adequately operate the Program upon student enrollment. C. Contract for staff each year according to the total number of students participating Districts have identified prior to March 1st, as identified in Section IV.A. When the number of students enrolled in the Program exceeds the level that can be reasonably accommodated by existing staff, additional staff may be hired as necessary. D. Contract or subcontract with any person or entity to provide services needed to operate the Program. E. Develop consistent procedures for students entering into and exiting from the Program. F. Coordinate interdistrict and interagency services and agreements required to implement educational plans and programs, including an Individual Education Program (IEP). G. Coordinate with each District for transportation, related services, and emergency services as needed to support attendance on a full-time basis. Related services for students are to be based upon IEP-designated needs. These services will be provided and paid for by each student’s resident District, unless it has been agreed upon by the IEP team that it would be more appropriate to offer these services as part of the Program. Student-specific services (e.g., 1:1 instructional aides, OT, PT, SLP, and other services) that are provided by the Program will be billed as an additional cost (including indirect charges) to the resident District of the student, unless otherwise agreed in writing. H. Coordinate Program and resident District personnel in accomplishing assessments, IEPs (to include resident District participation), and a full continuum of services for students. I. Coordinate shuttle transportation with each District during the school day between identified learning centers.

  • Additional Rights and Obligations The author(s) (and their employers as applicable), hereby authorise the Publishers to take such steps as they consider necessary at their own expense in the copyright owner’s name and on their behalf, if they believe that a third party is infringing or is likely to infringe copyright or the rights granted to the Publishers herein in the Contribution without further recourse to the copyright owner(s). The Corresponding Author acknowledges that all versions of the Contribution, and any associated reviews and responses to those reviews, may be published if the Contribution is accepted for publication. The Publishers expressly agree to place the final published post-production Contribution for display on PMC (including their international mirror sites) promptly after publication without extra charge for this deposit to the authors or their employers (provided PMC does not charge the Publishers), which will include any Publisher supplied amendments or retractions. The author(s) acknowledge and accept that BMJ may make additional changes to the Contribution as considered necessary in accordance with standard editorial processes whether before or after publication. The Corresponding Author will usually see proofs for their Contribution and every effort will be made to consult with the Corresponding Author if substantial alterations are made. BMJ may also retract or publish a correction or other notice when it considers this appropriate for legal or editorial reasons and this shall be at its absolute discretion which shall be exercised reasonably.