Corporate Assign 2


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AGREEMENT OF LIMITED PARTNERSHIP This Agreement of Limited Partnership is entered into and effective as of the fifteenth day of March, 2008 by and between Peter Griffin the "General Partner" and Brian Griffin, Stewie Griffin, and Chris Griffin the "Limited Partners". ARTICLE I FORMATION OF LIMITED PARTNERSHIP 1.01 PARTNERSHIP FORMATION AND PURPOSE. The parties hereto hereby form a limited partnership (the "Partnership") pursuant to the Uniform Limited Partnership Act (the "Act"). 1.02 PURPOSE. The purpose of the Partnership is to enter into exclusive Home Buying Agreement for the purposes of Renovating Single Family Homes. The Partnership shall be the sole owner of the Angry Monkey Investment Group that is acquired by the Partnership. The Partnership shall hold sole possession of these homes until sold to another party concern. The purpose of the Partnership is to acquire homes, renovate them, and market them for profit. 1.02A DUTIES OF GENERAL PARTNERS. The general partners shall at all times during the continuance of this partnership diligently and exclusively devote themselves to the business of the partnership to the utmost of their skills and abilities, and on a full-time basis while engage in any of Angry Monkey Investment Group business matters. The general partners shall not engage, either directly or indirectly, in any business similar to the business of the partnership at any time during the term of this agreement without obtaining the written approval of all other parties. 1.02B POWERS OF PARTNERS ASSIGNMENT OF LIMITED PARTNER S INTEREST. A limited partner s interest shall be assignable in whole or in part. A limited partner shall have the right to confer the rights of a substituted limited partner upon the assignee of his or her interests. 1.02C LIMITED PARTNERS PARTICIPATION IN CONTROL OF THE LIMITED PARTNERSHIP. No limited partner shall have any right to participate in the control of the limited partnership business, or have the power to bind the limited partnership in any contract, agreement, promise, or undertaking. 1.02D EXPULSION OF PARTNER BY VOTE OF LIMTED PARTNERS. Upon the vote of limited partners holding a majority in interest of the partnership a general partner may be expelled as a general partner of the partnership and a new general partner may be elected by the same vote. 1.03 NAME. The name of the Partnership shall be Angry Monkey Investment Group. The Partnership shall do business under this and no other name. 1.04 ORGANIZATION CERTIFICATES. The parties shall cause to be executed and filed: (a) Certificate of Limited Partnership in connection with the Uniform Partnership Act and Revised uniform Partnership Act; (b) Certificates as required by the Assumed Name Act in each jurisdiction in which the Partnership has a place of business; and
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(c) All such other certificates, notices, statements, or other instruments required by law for the formation and operation of a limited partnership. 1.05
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This note was uploaded on 05/06/2008 for the course CORP 101 taught by Professor Kelly during the Spring '08 term at Fairleigh Dickinson.

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