Common use of General Partner’s Duties are Contractual Clause in Contracts

General Partner’s Duties are Contractual. To the maximum extent permitted under the Act, the only duty that the General Partner owes to the Partnership, any Partner or any other Person (including any creditor of any Partner or Assignee of any Partnership Interest) is to perform its contractual obligations as expressly set forth in this Agreement in a manner consistent with the implied contractual covenant of good faith and fair dealing. The General Partner, in its capacity as such, does not and shall not have any other duty, fiduciary or otherwise (and the General Partner expressly disclaims any such other duty, fiduciary or otherwise), to the Partnership, any Partner or any other Person (including any creditor of any Partner or any Assignee of Partnership Interest). The provisions of this Agreement create contractual obligations of the General Partner only, and no such provisions shall be interpreted to create any fiduciary duties of the General Partner.

Appears in 4 contracts

Samples: Limited Partnership Agreement (Clipper Realty Inc.), Limited Partnership Agreement (Forest City Realty Trust, Inc.), Limited Partnership Agreement (Forest City Enterprises Inc)

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