Common use of Liability for Acts and Omissions Clause in Contracts

Liability for Acts and Omissions. The General Partner shall not be liable, responsible or accountable in damages or otherwise to any of the Partners for any act or omission performed or omitted by it in its capacity as the General Partner of the Partnership in good faith on behalf of the Partnership and in a manner reasonably believed by it to be within the scope of the authority granted to it by this Agreement and in the best interest of the Partnership, provided that the protection afforded The General Partner pursuant to this Section 6.8 shall not apply in the case of negligence, willful breach, misconduct, fraud or any breach of fiduciary duty by the General Partner. Any loss or damage incurred by any the General Partner by reason of any act or omission performed or omitted by it in good faith on behalf of the Partnership and in a manner reasonably believed by it to be within the scope of the authority granted by this Agreement (and otherwise in accordance with this Agreement) and in the best interests of the Partnership (but not, in any event, any loss or damage incurred by the General Partner by reason of negligence, willful breach, misconduct, fraud or any breach of fiduciary duty by the General Partner) shall be paid from Surplus Cash to the extent available (but AHF shall not have any personal liability to the General Partner under any circumstances on account of any such loss or damage incurred by the General Partner or on account of the payment thereof).

Appears in 2 contracts

Samples: Limited Partnership Agreement, Limited Partnership Agreement

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Liability for Acts and Omissions. The No General Partner shall not be liable, responsible or accountable in damages or otherwise to any of the Partners for any act or omission performed or omitted by it in its capacity as the General Partner of the Partnership him or it, in good faith on behalf of the Partnership and in a manner reasonably believed by him or it to be within the scope of the authority granted to him or it or any of them by this Agreement and in the best interest of the Partnership, provided that the protection afforded The General Partner pursuant to this Section 6.8 shall not apply in the case of except for gross negligence, willful breach, misconduct, fraud or any material breach of his or its fiduciary duty by the as General PartnerPartner with respect to such acts or omissions. Any loss or damage incurred by any the General Partner by reason of any act or omission performed or omitted by him or it in good faith on behalf of the Partnership and in a manner reasonably believed by him or it or any of them to be within the scope of the authority granted to him or it by this Agreement (and otherwise in accordance with this Agreement) and in the best interests of the Partnership (but not, in any event, any loss or damage incurred by the any General Partner by reason of gross negligence, willful breach, misconduct, fraud or any material breach of his or its or their fiduciary duty by the as General PartnerPartner with respect to such acts or omissions) shall be paid from Surplus Cash Partnership assets to the extent available (but AHF the Limited Partners shall not have any personal liability to the General Partner under any circumstances on account of any such loss or damage incurred by the General Partner or on account of the payment thereof).

Appears in 1 contract

Samples: Limited Partnership Agreement (Boston Capital Tax Credit Fund Iv Lp)

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Liability for Acts and Omissions. The No General Partner shall not be liable, responsible or accountable in damages or otherwise to any of the Partners for any act or omission performed per- formed or omitted by it in its capacity as the General Partner of the Partnership in good faith on behalf of the Partnership and in a manner reasonably believed by it to be within the scope of the authority granted to it by this Agreement and in the best interest of the Partnership, provided that the protection afforded The General Partner pursuant to this Section 6.8 shall not apply in the case of negligence, willful breach, misconduct, fraud him or any breach of fiduciary duty by the General Partner. Any loss or damage incurred by any the General Partner by reason of any act or omission performed or omitted by it in good faith on behalf of the Partnership and in a manner reasonably believed by him or it to be within the scope of the authority granted to him or it by this Agreement (and otherwise in accordance the best interest of the Partnership, except for negligence, misconduct, fraud or any breach of his or its fiduciary duty as General Partner with respect to such acts or omissions. Any loss or damage incurred by any General Partner by reason of any act or omission performed or omitted by him or it in good faith on behalf of the Partnership and in a manner reasonably believed by him or it to be within the scope of the authority granted to him or it by this Agreement) Agreement and in the best interests of the Partnership (but not, in any event, any loss or damage incurred by the any General Partner by reason of negligence, willful breach, misconduct, fraud or any breach of his or its fiduciary duty by the as General PartnerPartner with respect to such acts or omissions) shall be paid from Surplus Cash Partnership assets to the extent available (but AHF the Limited Partners shall not have any personal liability to the General Partner under any circumstances on account of any such loss or damage incurred by the General Partner or on account of the payment thereof).

Appears in 1 contract

Samples: Limited Partnership Agreement (Boston Capital Tax Credit Fund Iv Lp)

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