distributions that may constitute a return of capital, and any amendment and restatement of this Agreement reflecting such amendments;
(c) Prepare, execute and file all amendments to the Certificate that the General Partner may deem advisable in accordance with Section 20.1, including amendments to reflect the changes identified in clause (b) above;
(d) Prepare, execute on its behalf, file and record any other agreements, certificates, instruments and other documents required to continue the Partnership, to admit Additional Limited Partners or Substituted Limited Partners, to dissolve and wind up the Partnership in accordance with Section 18, to comply with applicable law, and to carry out the purposes of clauses (a) and (b) above, to the extent consistent with this Agreement; and
(e) Take any further action that the General Partner shall consider advisable in connection with the exercise of the authority granted in this Section 13.1.
13.2 Nature of Special Power. The power of attorney granted under this Section 13 is a special power of attorney coupled with an interest, is irrevocable and may be exercised by the General Partner by listing all of the Partners executing any agreement, certificate, instrument or document with a single signature of such attorney-in-fact acting as attorney-in-fact for all of them. The power of attorney shall survive and not be affected by the Incapacity of a Limited Partner and shall survive and not be affected by the delivery of any assignment by a Limited Partner of the whole or a portion of its Interest, except where the assignment is of the entire Interest of such Limited Partner and the assignee thereof with the consent of the General Partner is admitted as a Substituted Limited Partner; provided, however, the power of attorney shall survive the delivery of such assignment for the sole purpose of enabling any such attorney-in-fact to effect such substitution. This power of attorney does not supersede any part of this Agreement, nor is it to be used to depnve any Limited Partner of its rights hereunder. It is intended only to facilitate the execution of documents and the carrying out of other procedural or ministerial functions.