No Management Power or Liability. Subject to the requirements of the Investment Company Act, except as otherwise provided herein, the Partners (other than the General Partner) in their capacity as such shall have no right or power to, and shall not, take part in the management of or transact any business for the Company, including but not limited to, any acts or decisions relating to investment activities of the Company, and shall have no power to sign for or bind the Company. Except as otherwise required by law, no Partner (other than the General Partner), in its capacity as such, shall be personally liable for any debt, loss, obligation or liability of the Company. Except to the extent expressly provided in the preceding sentence, the Company shall indemnify and hold harmless each Partner (in its capacity as such), including the General Partner, in the event such Partner becomes liable for any debt, loss, obligation or liability of the Company unless such Partner has engaged in fraud, willful misconduct, gross negligence or criminal conduct constituting a felony with respect to such debt, loss, obligation or liability.
Appears in 5 contracts
Samples: Partnership Agreement (Special Value Continuation Partners, LP), Partnership Agreement (Special Value Continuation Partners, LP), Partnership Agreement (Special Value Continuation Fund, LLC)
No Management Power or Liability. Subject to the requirements of the Investment Company Act, except as otherwise provided herein, the Partners (other than the General Partner) in their capacity Members as such shall have no right or power to, and shall not, take part in the management of or transact any business for the Company, including but not limited to, any acts or decisions relating to investment activities of the Company, and shall have no power to sign for or bind the Company. Except as otherwise required by law, no Partner (other than the General Partner)Member, in its capacity as such, shall be personally liable for any debt, loss, obligation or liability of the CompanyCompany in excess of its Unfunded Commitment (if applicable). Except to the extent expressly provided in the preceding sentence, the Company shall indemnify and hold harmless each Partner Member (in its capacity as such), including the General Partner, ) in the event such Partner Member becomes liable for any debt, loss, obligation or liability of the Company unless such Partner Member has engaged in fraud, willful misconduct, gross negligence or criminal conduct constituting a felony with respect to such debt, loss, obligation or liability.
Appears in 5 contracts
Samples: Limited Liability Company Agreement (PNMAC Mortgage Opportunity Fund, LLC), Operating Agreement (Tennenbaum Opportunities Fund V, LLC), Operating Agreement (Special Value Opportunities Fund LLC)
No Management Power or Liability. Subject to the requirements of the Investment Company Act, except Except as otherwise provided herein, the Partners (other than the General Partner) in their capacity Shareholders as such shall have no right or power to, and shall not, take part in the management of or transact any business for the Company, including but not limited to, any acts or decisions relating to investment activities of the Company, and shall have no power to sign for or bind the Company. Except as otherwise required by law, no Partner (other than the General Partner)Shareholder, in its capacity as such, shall be personally liable for any debt, loss, obligation or liability of the CompanyCompany in excess of its subscription (if applicable). Except to the extent expressly provided in the preceding sentence, the Company shall indemnify and hold harmless each Partner Shareholder (in its capacity as such), including the General Partner, ) in the event such Partner Shareholder becomes liable for any debt, loss, obligation or liability of the Company unless such Partner Shareholder has engaged in fraud, willful misconduct, gross negligence or criminal conduct constituting a felony with respect to such debt, loss, obligation or liability.
Appears in 1 contract
Samples: Agreement and Declaration (Highland Corporate Opportunities Fund)
No Management Power or Liability. Subject to the requirements of the Investment Company Act, except Except as otherwise provided herein, the Partners (other than the General Partner) in their capacity Shareholders as such shall have no right or power to, and shall not, take part in the management of or transact any business for the Company, including but not limited to, any acts or decisions relating to investment activities of the Company, and shall have no power to sign for or bind the Company. Except as otherwise required by law, no Partner (other than the General Partner)Shareholder, in its capacity as such, shall be personally liable for any debt, loss, obligation or liability of the CompanyCompany in excess of its Unfunded Commitment (if applicable). Except to the extent expressly provided in the preceding sentence, the Company shall indemnify and hold harmless each Partner Shareholder (in its capacity as such), including the General Partner, ) in the event such Partner Shareholder becomes liable for any debt, loss, obligation or liability of the Company unless such Partner Shareholder has engaged in fraud, willful misconduct, gross negligence or criminal conduct constituting a felony with respect to such debt, loss, obligation or liability.
Appears in 1 contract
Samples: Agreement and Declaration (Restoration Opportunities Fund)
No Management Power or Liability. Subject to the requirements of the Investment Company Act, except as otherwise provided herein, the Partners (other than the General Partner) in their capacity Members as such shall have no right or power to, and shall not, take part in the management of or transact any business for the Company, including but not limited to, any acts or decisions relating to investment activities of the Company, and shall have no power to sign for or bind the Company. Except as otherwise required by law, no Partner (other than the General Partner)Member, in its capacity as such, shall be personally liable for any debt, loss, obligation or liability of the Company. Except to the extent expressly provided in the preceding sentence, the Company shall indemnify and hold harmless each Partner Member (in its capacity as such), including the General Partner, ) in the event such Partner Member becomes liable for any debt, loss, obligation or liability of the Company unless such Partner Member has engaged in fraud, willful misconduct, gross negligence or criminal conduct constituting a felony with respect to such debt, loss, obligation or liability.
Appears in 1 contract
Samples: Operating Agreement (Special Value Continuation Fund, LLC)