Standard of Liability. The General Partner and its Affiliates shall not be liable to the Partnership, the Limited Partners, or its or their successors or assigns, for any act, omission, conduct or activity undertaken by or on behalf of the Partnership which the General Partner determines, in good faith, to be in the best interests of the Partnership, unless such act, omission, conduct, or activity constituted misconduct or negligence.
Appears in 17 contracts
Sources: Limited Partnership Agreement (Ceres Classic L.P.), Limited Partnership Agreement, Limited Partnership Agreement (Morgan Stanley Smith Barney Charter Aspect L.P.)
Standard of Liability. The General Partner and its Affiliates controlling persons shall not be liable have no liability to the Partnership, the Partnership or any Limited Partners, or its or their successors or assigns, Partner for any act, omission, conduct or activity undertaken loss suffered by or on behalf of the Partnership which arises out of any action of the General Partner determinesif the General Partner, in good faith, to be determined that such course of conduct was in the best interests of the Partnership, unless Partnership and such act, omission, conduct, course of conduct did not constitute negligence or activity constituted misconduct or negligenceof the General Partner.
Appears in 2 contracts
Sources: Limited Partnership Agreement (Campbell Global Trend Fund, L.P.), Limited Partnership Agreement (Campbell Global Trend Fund, L.P.)
Standard of Liability. The General Partner and its Affiliates affiliates shall not be liable have no liability to the Partnership, the Limited Partners, Partnership or its or their successors or assigns, to any Partner for any act, omission, conduct or activity undertaken loss suffered by or on behalf of the Partnership which arises out of any action or inaction of the General Partner determinesor its affiliates if the General Partner or its affiliates, in good faith, to be determined that such course of conduct was in the best interests interest of the PartnershipPartnership and such course of conduct did not constitute fraud, unless such act, omission, conduct, gross negligence or activity constituted reckless or intentional misconduct of the General Partner or negligenceits affiliates.
Appears in 1 contract
Sources: Limited Partnership Agreement (Millburn Multi-Markets Fund L.P.)
Standard of Liability. The General Partner and its Affiliates "affiliates" (as defined in Section 14(c)) shall not be liable to the Partnership, the Limited Partners, or its or their successors or assigns, for any act, omission, conduct or activity undertaken by or on behalf of the Partnership which the General Partner determines, in good faith, to be in the best interests of the Partnership, unless such act, omission, conduct, or activity constituted misconduct or negligence.
Appears in 1 contract
Sources: Limited Partnership Agreement (Witter Dean Diversified Futures Fund Iii L P)