Common use of Liability of the General Partner Clause in Contracts

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of its officers, directors, agents or employees shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor and any of its officers, directors, agents or and employees shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor any of its officers, directors, agents directors or employees officers shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner or such director or officer acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor any of its officers, directors, agents directors or employees officers shall be liable or accountable in damages or otherwise to the Partnership, any Partners Partners, or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner or such director or officer acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of and its officers, directors, agents or employees officers and directors shall not be liable or accountable in for monetary damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faith.

Liability of the General Partner. A. (a) Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor or any of its officers, directors, agents members or employees officers shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner or such member, director or officer acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor any of its officers, directors, agents trustees or employees officers shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner or such trustee or officer acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of its officers, directors, agents or employees shall not be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner acted in good faith.

Liability of the General Partner. A. 7.7.1 Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor any of its officers, directors, agents directors or employees officers shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner or such director or officer acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of its officers, directors, agents or employees shall not be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faith.

Liability of the General Partner. A. (a) Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of and its officers, directors, agents or employees officers and directors shall not be liable or accountable in for monetary damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if unless the General Partner acted in good faithbad faith and the act or omission was material to the matter giving rise to the loss, liability or benefit not derived.

Liability of the General Partner. A. (a) Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of its officers, directors, agents or employees shall not be liable for monetary or accountable in other damages or otherwise to the Partnership, any of the Partners or any Assignees, or their successors or assigns, assignee of any interest of any Partner for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faithwithout fraud, gross negligence or willful misconduct.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor any of its officers, directors, agents officers or employees directors shall be liable or accountable in for monetary damages or otherwise to the Partnership, any Partners Partners, or any Assignees, or their successors or assigns, Assignees for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faithfaith and without gross negligence or malfeasance.

Liability of the General Partner. A. (a) Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor any of its officers, directors, agents directors or employees officers shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner acted in good faithexcept for (i) intentional misconduct or knowing violations of law or (ii) any transaction from which such Person derived an improper personal benefit.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of its officers, directors, agents or employees shall not be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if except in the event of the General Partner acted in good faithPartner’s willful misconduct or recklessness.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of its officers, directors, agents or employees shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, for losses sustained, liabilities incurred or benefits not derived as a result of any one or more acts or omissions, errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor any of its officers, directors, agents officers or employees directors shall be liable or accountable in for monetary damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner or such officer or director acted in such cases in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor or any of its officers, directors, agents or and employees shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner acted in good faith.

Liability of the General Partner. A. (a) Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor or any of its officers, directors, agents directors or employees officers shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner or such director or officer acted in good faith.

Liability of the General Partner. A. (a) Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor any of its officers, directors, agents directors or employees officers shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner or such director or officer acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of and its officers, directors, agents or employees officers and directors shall not be liable or accountable in for monetary damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of and its officers, directors, agents or employees officers and directors shall not be liable or accountable in for monetary damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if of the General Partner acted partner undertaken in good faith.

Liability of the General Partner. A. (a) Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor any of its officerspartners, directorsmembers, agents officers or employees directors shall be liable or accountable in for damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law law, or any act or omission if the General Partner or such partner, member, officer or director acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of and its officers, directors, agents or employees officers and directors shall not be liable or accountable in for monetary damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faith; provided, however, the foregoing shall not be deemed to exculpate the General Partner from any liability the General Partner may have under the GP Contribution Agreement.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of and its officers, directors, agents or employees officers and directors shall not be liable or accountable in for monetary damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faith; provided, however, the foregoing shall not be deemed to exculpate the General Partner from any liability the General Partner may have under any RPS Contribution Agreement or the Master Agreement.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of and its officers, directors, agents or employees officers and directors shall not be liable or accountable in for monetary damages or otherwise to the Partnership, Partnership or any Partners or any Assignees, or their successors or assigns, for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faith.

Liability of the General Partner. A. (a) Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of and its officers, directors, agents or employees directors and/or trust managers shall not be liable or accountable in for monetary damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of and its officers, directors, agents or employees directors and stockholders shall not be liable or accountable in for monetary damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner or its officers, directors and stockholders acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor any of its officers, directors, agents managers or employees officers shall be liable or accountable in damages or otherwise to the Partnership, any Partners Partners, or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner or such manager or officer acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of and its officers, directors, agents or employees officers and directors shall not be liable or accountable in for monetary damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if unless the General Partner acted in good faithbad faith and the act or omission was material to the matter giving rise to the loss, liability or benefit not derived.

Liability of the General Partner. A. Notwithstanding anything to (a) Neither the contrary set forth in this AgreementGeneral Partner nor any of the partners, none stockholders, directors, officers, employees or agents of the General Partner nor any Affiliate of its officersthe General Partner or any partner, directorsstockholder, agents director, officer, employee or employees agent of any such Affiliate, shall be liable or accountable in damages or otherwise to the Partnership, Limited Partners, Assignees or to any Partners Persons who have acquired interests in the Units, whether as Limited Partners, Assignees or any Assignees, or their successors or assignsotherwise, for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact for any acts or law or any act or omission if the General Partner acted omissions taken in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor any director, officer, employee or agent of its officersthe Partnership or the General Partner (each, directors, agents or employees an "Agent") shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner such Person acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor or any of its officers, directors, agents trustees or employees officers nor the Parent or any of its directors or officers shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner or such trustee, director or officer acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor and any of its officers, directors, agents or and employees shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their 42 47 successors or assigns, for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faith.

Liability of the General Partner. A. (a) Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor any director, officer, employee or agent of its officersthe Partnership or the General Partner (each, directors, agents or employees an “Agent”) shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner such Person acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor or any of its officers, directors, agents managers or employees officers nor the Parent or any of its directors or officers shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner or such manager or officer acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of its officers, directors, agents or employees shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faith.. 42

Liability of the General Partner. A. Notwithstanding anything to the contrary Except as otherwise set forth in this Agreement, none of the General Partner nor any of and its officers, directors, agents or employees officers and directors shall not be liable or accountable in for monetary damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faith.

Liability of the General Partner. A. (a) Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor Partner, the Parent or any of its officers, their respective directors, agents members or employees officers shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner Partner, the Parent or such director, member or officer acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of but subject to Section 7.8.F, if applicable, the General Partner nor any of and its officers, directors, agents or employees officers and directors shall not be liable or accountable in for monetary damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if of the General Partner acted partner undertaken in good faith.

Liability of the General Partner. A. (a) Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor any of its directors, officers, directorsemployees, agents agents, or employees Affiliates shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner or such other Person acted in good faith.

Liability of the General Partner. A. (a) Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor or any of its officersmembers, directors, agents directors or employees officers shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner or such member, director or officer acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of its officers, directors, agents or employees shall not be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner acted in good faith.. NY\5888591.8

Liability of the General Partner. A. Notwithstanding (a)Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor any of its officers, officers and directors, agents or employees shall be liable or accountable in for monetary damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if unless the General Partner acted in good faithbad faith and the act or omission was material to the matter giving rise to the loss, liability or benefit not derived.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this AgreementExcept as otherwise provided herein or by law, none of neither the General Partner Partner, nor any of its directors, officers, directorspartners, agents or employees employees, shall be liable or accountable in for monetary damages or otherwise to the Partnership, Partnership or any Partnership Subsidiary or any Partners or any Assignees, or their successors or assigns, for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faith, in compliance with this Agreement and in compliance with the law.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of the General Partner nor any of and its officersmembers, directors, agents or employees officers and directors shall not be liable or accountable in for monetary damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good without bad faith, without a knowing and wilful breach of the agreement and without active and deliberate dishonesty.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of to the fullest extent permitted by law, the General Partner nor any of its officers, directors, agents or employees shall not be liable or accountable in for monetary damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this Agreement, none of neither the General Partner nor or any of its officers, directors, agents trustees or employees officers nor the Parent or any of its directors or officers shall be liable or accountable in damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or of any act or omission if the General Partner or such trustee or officer acted in good faith.

Liability of the General Partner. A. Notwithstanding anything to the contrary set forth in this AgreementAgreement (except as otherwise set forth in Section 7.7E below), none of the General Partner nor any of and its officersmembers, directors, agents or employees officers and directors shall not be liable or accountable in for monetary damages or otherwise to the Partnership, any Partners or any Assignees, or their successors or assigns, Assignees for losses sustained, sustained or liabilities incurred or benefits not derived as a result of errors in judgment or mistakes of fact or law or any act or omission if the General Partner acted in good without bad faith, without a knowing and wilful breach of the agreement and without active and deliberate dishonesty.