Common use of Partner Exculpation Clause in Contracts

Partner Exculpation. Except as provided in Article 14 and except for fraud, willful misconduct and gross negligence, no property or assets of any Partner, other than its interest in the Partnership shall be subject to levy, execution or other enforcement procedures for satisfaction of judgment (or other judicial process) in connection with the debts or liabilities of the Partnership or in connection with this Agreement. To the fullest extent permitted by law, no officer, director or shareholder of the Partnership shall be liable to the Partnership or any Partner for money damages or recision except for (i) active and deliberate dishonesty established by a final judgment or (ii) actual receipt of an improper benefit or profit in money, property or services. This Agreement is executed by an officer of the General Partner solely as an officer of the same and not in his own individual capacity. Except as provided in Article 14, no advisor, director, participant or agent of any Partner (or of any partner of a Partner) shall be personally liable in any matter or to any extent under or in connection with this Agreement, and the Partnership, each Partner and their respective successors or assigns shall look solely to the interest of the other Partners in the Partnership for the payment of any claim or for any performance hereunder.

Appears in 3 contracts

Samples: Bradley Operating L P, Heritage Property Investment Trust Inc, Bradley Operating L P

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Partner Exculpation. Except as provided in Article 14 hereof and except for fraud, willful misconduct and gross negligence, no property or assets of any Partner, other than its interest in the Partnership shall be subject to levy, execution or other enforcement procedures for satisfaction of judgment (or other judicial process) in connection with the debts or liabilities of the Partnership or in connection with this Agreement. To the fullest extent permitted by law, no officer, director or shareholder of the Partnership shall be liable to the Partnership or any Partner for money damages or recision except for (i) active and deliberate dishonesty established by a final judgment or (ii) actual receipt of an improper benefit or profit in money, property or services. This Agreement is executed by an officer of the General Partner solely as an officer of the same and not in his own individual capacity. Except as provided in Article 1414 hereof, no advisor, director, participant or agent of any Partner (or of any partner of a Partner) shall be personally liable in any matter or to any extent under or in connection with this Agreement, and the Partnership, each Partner and their respective successors or assigns shall look solely to the interest of the other Partners in the Partnership for the payment of any claim or for any performance hereunder.

Appears in 1 contract

Samples: Bradley Real Estate Inc

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