Common use of Constituent Liability Clause in Contracts

Constituent Liability. No constituent member or partner in or agent of the Partnership, the Contributor, nor any advisor, trustee, director, officer, employee, beneficiary, shareholder, member, partner, participant, representative or agent of any partnership, limited liability company, corporation, trust or other entity that has or acquires a direct or indirect interest in the Partnership or the Contributor, shall have any personal liability, directly or indirectly, under or in connection with this Agreement or any agreement made or entered into under or pursuant to the provisions of this Agreement, or any amendment or amendments to any of the foregoing made at any time or times, heretofore or hereafter, and the Partnership, the Contributor and their respective successors and assigns and, without limitation, all other persons and entities, shall look solely to the Partnership’s and the Contributor’s assets for the payment of any claim or for any performance, and the Partnership and the Contributor, on behalf of themselves and their respective successors and assigns, hereby waive any and all such personal liability. Notwithstanding anything to the contrary contained in this Agreement, neither the negative capital account of any constituent member or partner in the Partnership or the Contributor (or in any other constituent member or partner thereof), nor any obligation of any constituent member or partner in the Partnership or the Contributor (or in any other constituent member or partner thereof) to restore a negative capital account or to contribute capital to the Partnership or the Contributor (or to any other constituent member or partner thereof), shall at any time be deemed to be the property or an asset of the Partnership or the Contributor or any such other constituent member or partner (and neither the Partnership, the Contributor nor any of their respective successors or assigns shall have any right to collect, enforce or proceed against or with respect to any such negative capital account or a member’s or partner’s obligation to restore or contribute). Notwithstanding the foregoing to the contrary, the provisions of this Section 10.5(c) shall have no impact on, and shall be superseded by, any agreement, whether entered into prior to or after the Effective Date, related to the allocation of assets and/or liabilities between the Contributor, its respective successors and assigns, or any constituent member, partner or subsidiary thereof.

Constituent Liability. No Except as otherwise provided in Section 10.5(d), no constituent member or partner in or agent of the PartnershipPurchaser, the ContributorSellers, nor any advisor, trustee, director, officer, employee, beneficiary, shareholder, member, partner, participant, representative or agent of any partnership, limited liability company, corporation, trust or other entity that has or acquires a direct or indirect interest in the Partnership Purchaser or the ContributorSellers, shall have any personal liability, directly or indirectly, under or in connection with this Agreement or any agreement made or entered into under or pursuant to the provisions of this Agreement, or any amendment or amendments to any of the foregoing made at any time or times, heretofore or hereafter, and the PartnershipPurchaser, the Contributor Sellers and their respective successors and assigns and, without limitation, all other persons and entities, shall look solely to the PartnershipPurchaser’s and the Contributor’s Sellers’ assets for the payment of any claim or for any performance, and the Partnership Purchaser and the ContributorSellers, on behalf of themselves and their respective successors and assigns, hereby waive any and all such personal liability. Notwithstanding anything to the contrary contained in this Agreement, neither the negative capital account of any constituent member or partner in the Partnership Purchaser or the Contributor Sellers (or in any other constituent member or partner thereof), nor any obligation of any constituent member or partner in the Partnership Purchaser or the Contributor Sellers (or in any other constituent member or partner thereof) to restore a negative capital account or to contribute capital to the Partnership Purchaser or the Contributor Sellers (or to any other constituent member or partner thereof), shall at any time be deemed to be the property or an asset of the Partnership Purchaser or the Contributor Sellers or any such other constituent member or partner (and neither the PartnershipPurchaser, the Contributor Seller nor any of their respective successors or assigns shall have any right to collect, enforce or proceed against or with respect to any such negative capital account or a member’s or partner’s obligation to restore or contribute). Notwithstanding the foregoing to the contrary, the provisions of this Section 10.5(c) shall have no impact on, and shall be superseded by, any agreement, whether entered into prior to or after the Effective Date, related to the allocation of assets and/or liabilities between the ContributorSellers, its Guarantors, their respective successors and assigns, or any constituent member, partner or subsidiary thereof.

Constituent Liability. No constituent member or partner in or agent of the Partnership, the ContributorContributors, nor any advisor, trustee, director, officer, employee, beneficiary, shareholder, member, partner, participant, representative or agent of any partnership, limited liability company, corporation, trust or other entity that has or acquires a direct or indirect interest in the Partnership or the ContributorContributors, shall have any personal liability, directly or indirectly, under or in connection with this Agreement or any agreement made or entered into under or pursuant to the provisions of this Agreement, or any amendment or amendments to any of the foregoing made at any time or times, heretofore or hereafter, and the Partnership, the Contributor Contributors and their respective successors and assigns and, without limitation, all other persons and entities, shall look solely to the Partnership’s and the Contributor’s Contributors’ assets for the payment of any claim or for any performance, and the Partnership and the ContributorContributors, on behalf of themselves and their respective successors and assigns, hereby waive any and all such personal liability. Notwithstanding anything to the contrary contained in this Agreement, neither the negative capital account of any constituent member or partner in the Partnership or the Contributor Contributors (or in any other constituent member or partner thereof), nor any obligation of any constituent member or partner in the Partnership or the Contributor Contributors (or in any other constituent member or partner thereof) to restore a negative capital account or to contribute capital to the Partnership or the Contributor Contributors (or to any other constituent member or partner thereof), shall at any time be deemed to be the property or an asset of the Partnership or the Contributor Contributors or any such other constituent member or partner (and neither the Partnership, the Contributor nor any of their respective successors or assigns shall have any right to collect, enforce or proceed against or with respect to any such negative capital account or a member’s or partner’s obligation to restore or contribute). Notwithstanding the foregoing to the contrary, the provisions of this Section 10.5(c) shall have no impact on, and shall be superseded by, any agreement, whether entered into prior to or after the Effective Date, related to the allocation of assets and/or liabilities between the ContributorContributors, its their respective successors and assigns, or any constituent member, partner or subsidiary thereof.