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Transactions Between Partners & Partnership
1. Authorization. Any entity in which any of the
General Partners owns an interest may contract and otherwise deal
with the partnership (Partnership) provided:
a. The ownership interest of such General Partner
(interested General Partner) is disclosed to the
other General Partners (Disinterested General
b. Disinterested General Partners provide prior
written consent for the transaction in question; and
c. The payments to be made to, and terms of the
transaction with, such entity are not more
disadvantageous to Partnership as would exist if it
were dealing with an independent third party.
2. Failure to Comply. Failure to comply with the
conditions stipulated in Paragraph 1 will obligate Interested
General Partner, at the option of Disinterested General Partners,
to remit to Partnership all profits that the entity in question
derived from the transaction with Partnership.