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The UNDERSIGNED hereby constitutes and appoints Walter
J. Hoyt III his/her true and lawful attorney with power and
authority to act in the UNDERSIGNEDS’ behalf in the
execution, acknowledging, and filing of the documents as
follows:
1. The Partnership Certificates for filing, and
2. Any document which may be required to effect the
restructuring, amending, or continuation of the Partnership,
the admission of any substituted or added Partner, or the
dissolution and termination of the Partnership, provided
such restructuring, continuation, admission or dissolution
and termination are in accordance with the terms of the
Partnership Agreement, and
3. Any and all documents required to be executed by a
substituted, substituting or added Partner, to effectuate
the transfer of a Partner’s interest in the Partnership, and
4. Any other instrument, application, certificate, or
affidavit which may be required to be filed by the
Partnership under the laws of any State or any Federal, or
local agency or authority, and
5. Any promissory notes, bills-of-sale or other
instruments required for the conduct of the Partnership
business, including an assumption of primary liability form
attached to promissory notes for which the UNDERSIGNED
becomes personally liable for operating deficits of the
Partnership up to a maximum of Five Thousand Dollars
($5,000.00) per SERIES “A” UNIT if needed to meet the
business goals of the partnership.
The second section of the document was a “Partnership Agreement”,
purportedly affirming certain “oral Partnership Agreements that
were made on or about” January 7, 1991. The third section was
titled “Subscription Agreement -- Durham Shorthorn Breed
Syndicate 1987-C J.V. -- Series ‘B’ Units”, and was similar to
the first section, without a power of attorney form. The fourth
section was titled “Subscription Agreement -- Durham Shorthorn
Breed Syndicate 1987-C J.V. -- Series ‘C’ Units”. This section
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