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HomeMy WebLinkAbout1483 adversely affect the ri~hts of the Partners in a substantial maru~er. 8. No General Partner shall b e liable, responsible or accountable in dama~es or otherwise to any of the Partners for any acts perPormed by it within the scope of the authority con- Perred on General Partners in this Agreement, provided 3t shall act in ~ood faith and shall not b e guilty of willi~l misconduct or ~ross negli~ence. 9. Sub~ect to the limitations herein set out, the General Partners shall possess and may en~oy and exercise all of the other rights and powers of General Partners as provided in the Lirr~3ted Partnership Act of the Statie of Florida, as not~ in ef Fect and as hereinaf~er from time to time amended. 10: The General Partners may acuqire and sell-partnership units from time to time on their otvn behalf and for their own benefit and not on behalf or For the benefit of the partnership. ARTICI,E XI STATUS OF LIMITED PARTt1ERS The Limited Partners shall not participate in'the management or control of the partnership~s business nor shall ttiey transact any business for the partnership, nor shall they have the poYter to sign for or bind the partnership, said powers b eing vested solely and exclusively in the General Partners. The Limited Partners shall not be bound by, or be personally liab le for, the expenses, liabilities or obligations of the par~nership, except to the extent o~ their capital accounts. Each unit ov~ned by a Limited Partner shall be fully paid and nonassessable. Nothing contained herein snall prevent the partnership from employing a Limlted Partner to render services to or for the par~nerhsip. The Limited Partners shall have the follo~,ting rights, powers, . ~ privile~es, duties and liabilities: ; A. The Limited Partners shall have t~e ri~ht to have f~ill and true information of all things affectin~ the partnership, and shall b e ~ entitled t;o such reports as are set forth in Article XIII-. B: The Limlted Partners shall receive from the partnership the ~ share of the profits provided for• in these Articles, in the manner and at the times provided for in these Articles. C~ A Limited Partner shall have the right to demand the return of his capital account only on the dissolution and winding up of tr.e ~ partnership. No Limited Partner shall have priority over any other Limiiced Partner either as to the return of capital or as to profits, losses or distributions. No Limited Partner shall have the right to bring an ac~ion for partition or dissolution a~ainst the partnership. 1}: Each Limited Partner shall have the right to a complete list of names and addrzsses and interests of all Limited Partners, upon writte;~ request to the General Partners. ~ ARTICI.~ XII ~ ~ NE~t INVESTif~.ivT CAPIT~IL CON`t'RIBUTIONS ~ For such contributions of cash or property to the capital of the -1 O - BUuK ~ PbCF~~~ , L/~W OFFICES OF GOLOSTEIN. FRAt1KLW. CHOKIN d SCMRANK. P. A.. 2020 NORTHEAST 163ao SiREET, NORTH MIAMI OCACH, FlOfi1DA 331f.2 _