Common use of Rights and Duties of the Partners Clause in Contracts

Rights and Duties of the Partners. (a) The Limited Partners shall not participate in the control of the business of the Partnership and shall have no power to act for or bind the Partnership. The Limited Partners shall have the right to approve certain actions proposed to be taken by the General Partner and certain voting rights, all as set forth herein. (b) Subject to Delaware Law, no Limited Partner shall be liable for losses or debts of the Partnership beyond the aggregate amount such Partner is required to contribute to the Partnership pursuant to this Agreement plus such Partner’s share of the undistributed net profits of the Partnership, except that nothing in this Subsection 6.1(b) shall limit any liability, obligation or claim incurred by a Limited Partner in its capacity as General Partner at such time as it was acting as the General Partner of the Partnership.

Appears in 5 contracts

Samples: Limited Partnership Agreement, Limited Partnership Agreement (Penske Automotive Group, Inc.), Limited Partnership Agreement (Penske Automotive Group, Inc.)

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