No Contributing Partner Liability Sample Clauses

No Contributing Partner Liability. Except as otherwise expressly provided in this Agreement, nothing herein shall create any Liability of any Contributing Partner or any of their employees, directors, shareholders, partners, members or other affiliates. Notwithstanding the foregoing, no Contributing Partner shall have any Liability under this Agreement (notwithstanding references in this Agreement to covenants or representations and warranties being made by a Contributing Partner) unless the Contributing Partner (i) is a signatory to this Agreement or (ii) executes an Addendum A or an Addendum B, and then, in either circumstance, the Liability of such Contributing Partner shall be several, and not joint, except as otherwise expressly provided in this Agreement, and limited exclusively to the terms of this Agreement and Addendum A or Addendum B, as applicable.
Sample 1
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No Contributing Partner Liability. Except as otherwise --------------------------------- expressly provided in Section 1.8, nothing herein shall create any liability or ----------- obligation of any (i) Contributing Partner or any of their employees, directors, shareholders, partners, members or other affiliates or (ii) Non-Signing Contributor or its non TCR-affiliated employees, directors, shareholders, partners, members or other affiliates. Notwithstanding the foregoing, no Contributing Partner or Non-Signing Contributor shall have any Liability under this Agreement (notwithstanding references in this Agreement to covenants or representations and warranties being made by a Contributing Partner or Non- Signing Contributor) unless the Contributing Partner or Non-Signing Contributor (i) is a signatory to this Agreement or (ii) executes an Addendum A or an Addendum B, and then, in either circumstance, the Liability of such Contributing Partner or Non-Signing Contributor shall be several, and not joint (except as provided in Article 8 hereof), and limited exclusively to the terms --------- of this Agreement and Addendum A or Addendum B, as applicable.
Sample 1

Related to No Contributing Partner Liability

  • No Contribution Each Designated Shareholder waives, and acknowledges and agrees that he shall not have and shall not exercise or assert (or attempt to exercise or assert), any right of contribution, right of indemnity or other right or remedy against the Surviving Corporation in connection with any indemnification obligation or any other liability to which he may become subject under or in connection with this Agreement or the Designated Shareholders' Closing Certificate.

  • CONTRIBUTION IN THE EVENT OF JOINT LIABILITY (a) To the fullest extent permissible under applicable law, if the indemnification, hold harmless and/or exoneration rights provided for in this Agreement are unavailable to Indemnitee in whole or in part for any reason whatsoever, the Company, in lieu of indemnifying, holding harmless or exonerating Indemnitee, shall pay, in the first instance, the entire amount incurred by Indemnitee, whether for judgments, liabilities, fines, penalties, amounts paid or to be paid in settlement and/or for Expenses, in connection with any Proceeding without requiring Indemnitee to contribute to such payment, and the Company hereby waives and relinquishes any right of contribution it may have at any time against Indemnitee.

  • Shareholder Liability Notice is hereby given that this Agreement is entered into on the Fund’s behalf by an officer of the Fund in his capacity as an officer and not individually and that the obligations of or arising out of this Agreement are not binding upon any of the Fund’s Trustees, officers, employees, agents or shareholders individually, but are binding only upon the assets and property of the Series.

  • Liability of Member The Member shall not have any liability for the obligations or liabilities of the Company except to the extent provided in the Act.

  • No Liability of Member Except as otherwise specifically provided in the Act, the Member shall not have any personal liability for the obligations of the Company. Except as provided in Section 4.1, the Member shall not be obligated to contribute funds or loan money to the Company.

  • No Liability of Members All debts, obligations and liabilities of the Company, whether arising in contract, tort or otherwise, shall be solely the debts, obligations and liabilities of the Company, and no Member shall be obligated personally for any such debt, obligation or liability of the Company solely by reason of being a Member.

  • Liability of Members The Members shall not have any liability for the obligations or liabilities of the Company except to the extent provided in the Act.

  • Partnership Obligations (a) Except as provided in this Section 6.05 and elsewhere in this Agreement (including the provisions of Articles V and VI hereof regarding distributions, payments and allocations to which it may be entitled), the General Partner shall not be compensated for its services as general partner of the Partnership.

  • Disclaimer of Shareholder Liability MassMutual and the Sub-Adviser understand that the obligations of the Trust under this Sub-Advisory Agreement are not binding upon any Trustee or shareholder of the Trust personally, but bind only the Trust and the Trust’s property. MassMutual and the Sub-Adviser represent that each has notice of the provisions of the Trust Documents disclaiming shareholder and Trustee liability for acts or obligations of the Trust.

  • No Obligation to Contribute Deficit If any Partner has a deficit balance in his Capital Account (after giving effect to all contributions, distributions and allocations for all taxable years, including the year during which such liquidation occurs), such Partner shall have no obligation to make any contribution to the capital of the Partnership with respect to such deficit, and such deficit shall not be considered a debt owed to the Partnership or to any other Person for any purpose whatsoever.

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