Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s role in the futures interests trading of the Trading Company, the Trading Advisor shall not be liable to the Trading Company or the Trading Manager or their partners, directors, officers, principals, managers, members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions that constitute a breach of this Agreement or a representation, warranty or covenant herein, willful misconduct or negligence, or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading Company.
Appears in 12 contracts
Samples: Advisory Agreement, Advisory Agreement (Managed Futures Premier BHM L.P.), Advisory Agreement (Morgan Stanley Smith Barney Spectrum Strategic Lp)
Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s role in the futures interests trading of the Trading Company, the Trading Advisor shall not be liable to the Trading Company or the Trading Manager or their partners, directors, officers, principals, managers, members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions that constitute a breach of this Agreement or a representation, warranty or covenant herein, willful misconduct or negligence, or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading Company.
Appears in 11 contracts
Samples: Advisory Agreement (Polaris Futures Fund L.P.), Advisory Agreement (Managed Futures Profile MV, L.P.), Advisory Agreement (Managed Futures Profile MV, L.P.)
Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s role in the futures interests trading of the Trading Company, the Trading Advisor shall not be liable to the Trading Company or the Trading Manager or their partners, directors, officers, principals, managers, members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions that constitute a material breach of this Agreement or a representation, warranty or covenant herein, willful misconduct or negligence, or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading Company.
Appears in 11 contracts
Samples: Advisory Agreement (Managed Futures Profile MV, L.P.), Advisory Agreement (LV Futures Fund L.P.), Advisory Agreement (Meritage Futures Fund L.P.)
Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s role in the futures interests trading of the Trading CompanyFund, the Trading Advisor shall not be liable to the Trading Company Fund or the Trading Manager Managing Owner or their partners, directors, officers, principals, managers, members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions that constitute a breach of this Agreement or a representation, warranty or covenant herein, willful misconduct or negligence, or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading CompanyFund.
Appears in 7 contracts
Samples: Advisory Agreement (Rjo Global Trust), Advisory Agreement (Rjo Global Trust), Advisory Agreement (Rjo Global Trust)
Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s role in the futures interests trading of the Trading Company, the Trading Advisor shall not be liable to the Trading Company or the Trading Manager Managing Member or their partners, directors, officers, principals, managers, members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions that constitute a material breach of this Agreement or a representation, warranty or covenant herein, willful misconduct or gross negligence, or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading CompanyCompany pursuant to its fiduciary duty.
Appears in 5 contracts
Samples: Advisory Agreement (Rjo Global Trust), Advisory Agreement (Rjo Global Trust), Advisory Agreement (Rjo Global Trust)
Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s role in the futures interests trading of the Trading Company, the Trading Advisor shall not be liable to the Trading Company or the Trading Manager or their partners, directors, officers, principals, managers, members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions that constitute a breach of this Agreement or a representation, warranty or covenant herein, willful misconduct misconduct, fraud or negligence, or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading Company.
Appears in 5 contracts
Samples: Advisory Agreement (LV Futures Fund L.P.), Advisory Agreement (Tactical Diversified Futures Fund L.P.), Advisory Agreement (Meritage Futures Fund L.P.)
Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s role in the futures interests trading of the Trading Company, the Trading Advisor shall not be liable to the Trading Company or the Trading Manager or their partners, directors, officers, principals, managers, members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions of the Trading Advisor that constitute a material breach of this Agreement or a representation, warranty or covenant herein, willful misconduct or negligence, or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading Company.
Appears in 5 contracts
Samples: Advisory Agreement, Advisory Agreement (LV Futures Fund L.P.), Advisory Agreement (Orion Futures Fund Lp)
Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s role in the futures interests trading of the Trading Company, the Trading Advisor shall not be liable to the Trading Company or the Trading Manager Managing Member or their partners, directors, officers, principals, managers, members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions that constitute a breach of this Agreement or a representation, warranty or covenant herein, willful misconduct or negligence, or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading Company.
Appears in 4 contracts
Samples: Advisory Agreement (Rjo Global Trust), Advisory Agreement (Rjo Global Trust), Advisory Agreement (Rjo Global Trust)
Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s 's role in the futures interests trading of its allocated portion of the Trading CompanyPartnership's Net Assets, the Trading Advisor shall not be liable to the Trading Company Partnership or the Trading Manager General Partner or their partners, directors, officers, principals, managers, members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions that constitute a breach of this Agreement or a representation, warranty or covenant herein, willful misconduct or negligence, or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading CompanyPartnership.
Appears in 3 contracts
Samples: Management Agreement (Morgan Stanley Spectrum Strategic Lp), Management Agreement (Morgan Stanley Spectrum Select Lp), Management Agreement (Morgan Stanley Spectrum Global Balanced Lp)
Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s role in the futures interests trading of the Trading CompanyFund, the Trading Advisor shall not be liable to the Trading Company Fund or the Trading Manager Managing Owner or their partners, directors, officers, principals, managers, members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions that constitute a material breach of this Agreement or a representation, warranty or covenant herein, willful misconduct or negligence, or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading CompanyFund.
Appears in 2 contracts
Samples: Advisory Agreement (Rjo Global Trust), Advisory Agreement (Rjo Global Trust)
Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s role in the futures interests trading of the Trading CompanyFund, the Trading Advisor shall not be liable to the Trading Company Fund or the Trading Manager Managing Owner or their partners, directors, officers, principals, managers, members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions that constitute a material breach of this Agreement or a representation, warranty or covenant herein, willful misconduct or gross negligence, or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading CompanyFund.
Appears in 2 contracts
Samples: Advisory Agreement (Rjo Global Trust), Advisory Agreement (Rjo Global Trust)
Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s role in the futures interests trading of the Trading Company, the Trading Advisor shall not be liable to the Trading Company or the Trading Manager or their partners, directors, officers, principals, managers, members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions that * Confidential material redacted and filed separately with the Commission. constitute a breach of this Agreement or a representation, warranty or covenant herein, willful misconduct or negligence, or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading Company.
Appears in 2 contracts
Samples: Advisory Agreement (Morgan Stanley Managed Futures MV, L.P.), Advisory Agreement (Morgan Stanley Managed Futures HV, L.P.)
Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s 's role in the futures interests trading of the Trading Company, the Trading Advisor shall not be liable to the Trading Company or the Trading Manager or their partners, directors, officers, principals, managers, members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions that constitute a breach of this Agreement or a representation, warranty or covenant herein, willful misconduct misconduct, fraud or negligence, or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading Company.
Appears in 1 contract
Samples: Advisory Agreement (Managed Futures Profile MV, L.P.)
Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s 's role in the futures interests trading of its allocated portion of the Trading CompanyPartnership's Net Assets, the Trading Advisor shall not be liable to the Trading Company Partnership or the Trading Manager General Partner or their partners, directors, officers, principals, managers, members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions that constitute a material breach of this Agreement or a representation, warranty or covenant herein, willful misconduct or negligence, or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading CompanyPartnership.
Appears in 1 contract
Samples: Management Agreement (Morgan Stanley Spectrum Currency Lp)
Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s role in the futures interests trading of the Trading CompanyFund, the Trading Advisor shall not be liable to the Trading Company Fund or the Trading Manager Managing Owner or their partners, directors, officers, principals, managers, members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions that constitute a breach of this Agreement or a representation, warranty or covenant herein, willful misconduct or gross negligence, or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading CompanyFund.
Appears in 1 contract
Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s role in the futures interests trading of the Trading Company, the Trading Advisor shall not be liable to the Trading Company or the Trading Manager Managing Member or their partners, directors, officers, principals, managers, members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions that constitute a material breach of this Agreement or a representation, warranty or covenant herein, willful misconduct or gross negligence, or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading Company.
Appears in 1 contract
Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s role in the futures interests trading of the Trading Company, the Trading Advisor shall not be liable to the Trading Company or the Trading Manager Managing Member or their partners, directors, officers, principals, managers, ‘members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions that constitute a breach of this Agreement or a representation, warranty or covenant herein, willful misconduct misconduct, or negligence, or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading Company.
Appears in 1 contract
Limitation of Trading Advisor Liability. In respect of the Trading Advisor’s role in the futures interests trading of the Trading CompanyFund, the Trading Advisor shall not be liable to the Trading Company Fund or the Trading Manager Managing Owner or their partners, directors, officers, principals, managers, members, shareholders, employees, controlling persons or successors and assigns except that the Trading Advisor shall be liable for acts or omissions that constitute a breach of this Agreement or a representation, warranty or covenant herein, willful misconduct or negligencemisconduct, gross negligence or are the result of the Trading Advisor not having acted in good faith and in the reasonable belief that such actions or omissions were in, or not opposed to, the best interests of the Trading CompanyFund.
Appears in 1 contract
