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5.1.2.7. execute or modify leases with respect to any part or all of the <br /> assets of the Company; <br /> 5.1.2.8. prepay, in whole or in part, refinance, amend, modify, or extend <br /> any mortgages or deeds of trust which may affect any asset of the Company and in connection <br /> therewith to execute for and on behalf of the Company any extensions, renewals or modifications <br /> of such mortgages or deeds of trust; <br /> 5.1.2.9. execute any and all other instruments and documents which may <br /> be necessary or in the opinion of the General Manager desirable to carry out the intent and <br /> purpose of this Agreement, including, but not limited to, documents whose operation and effect <br /> extend beyond the term of the Company; <br /> 5.1.2.10. make any and all expenditures which the General Manager, in its <br /> sole discretion, deems necessary or appropriate in connection with the management of the affairs <br /> of the Company and the carrying out of its obligations and responsibilities under this Agreement, <br /> including, without limitation, all legal, accounting and other related expenses incurred in <br /> connection with the organization, financing and operation of the Company; <br /> 5.1.2.11. enter into any kind of activity necessary to, in connection with, <br /> or incidental to, the accomplishment of the purposes of the Company; and <br /> 5.1.2.12. invest and reinvest Company reserves in short-term instruments <br /> or money market funds. <br /> 5.1.3. Extraordinary Transactions. Notwithstanding anything to the contrary in <br /> this Agreement, the General Manager shall not undertake any of the following without the <br /> approval of all the Members: <br /> 5.1.3.1. any Capital Transaction; <br /> 5.1.3.2. the admission of additional Members to the Company; <br /> 5.1.3.3. the Company's engaging in business in any jurisdiction which <br /> does not provide for the registration of limited liability companies; and <br /> 5.1.3.4. the Company's electing to exercise any Purchase Option pursuant <br /> to Section 6.1.4. <br /> 5.1.4. Limitation on Authority of Members. <br /> 5.1.4.1. No Member is an agent of the Company solely by virtue of being <br /> a Member, and no Member has authority to act for the Company solely by virtue of being a <br /> Member. <br /> /3 <br />