Limited Partner’s Liability Sample Clauses
The Limited Partner’s Liability clause defines the extent to which a limited partner is financially responsible for the debts and obligations of a partnership. Typically, this clause ensures that a limited partner’s liability is restricted to the amount of their investment in the partnership, meaning they are not personally liable for the partnership’s debts beyond their contributed capital. For example, if the partnership incurs losses or faces lawsuits, the limited partner’s personal assets remain protected. The core function of this clause is to encourage investment by limiting risk, thereby distinguishing limited partners from general partners who may have unlimited liability.
Limited Partner’s Liability. The Limited Partner shall not take part in the management of the business or transact any business for the Partnership or have the power to sign for or to bind the Partnership to any agreement or document. Except as and to the extent expressly set forth in this Agreement, the Limited Partner shall not be subject to assessment nor shall the Limited Partner be personally liable as a Limited Partner for any of the debts of the Partnership or for any of the losses thereof beyond the amount contributed by it as capital to the Partnership and its share of the undistributed profits of the Partnership, provided, however, that the Limited Partner shall be personally liable to the General Partner with respect to the capital contributions required of the Limited Partner pursuant to the terms of this Agreement.
Limited Partner’s Liability. Except as otherwise provided in the Act, a Limited Partner shall not be liable for any debts, obligations or losses of the Partnership in excess of the Limited Partner's contribution to the capital of the Partnership and the Limited Partner's share of the undistributed net profits of the Partnership. Furthermore, a Limited Partner shall not be required to contribute any capital to the Partnership.
Limited Partner’s Liability. In no event (other than as provided in Sections 3.1, 3.3, 5.5, 6.10, 8.3 and 9.2) shall any Limited Partner (or former Limited Partner) have any personal liability for the repayment and discharge of the debts and obligations of the Partnership, in each case, except to the extent provided by the Act. The obligations of the Limited Partners under Sections 3.1, 3.3, 5.5, 6.10, 8.3 and 9.2 are conditional obligations and are payable only to the extent, and only in such amount, as provided for in this Agreement.
Limited Partner’s Liability. The liability of a Limited Partn▇▇, --------------------------- as such, to make capital contributions to the Partnership, shall be limited to the amount of capital contributions which it has made and is obligated to make pursuant to this Article 6. No Limited Partner shall have any further obligation to contribute money to or in respect of any liability or other obligation of the Partnership, nor shall any Limited Partner be personally liable for any liability or other obligation of the Partnership. Notwithstanding the foregoing two sentences, if the general partnership interest of Reckson is converted into a limited partnership interest pursuant to Section 10.7, then Reckson shall remain liable for, and be obligated to make, all loans and contributions in accordance with Section 6.4 which it was theretofore obligated to make, subject to the limitation as to Capital Loans set forth in Section 6.4.2(b).
Limited Partner’s Liability. The Limited Partners --------------------------- shall not be liable for any of the debts, obligations, or liabilities of the Partnership beyond their contributions of capital. The Limited Partners shall make an initial contribution to the capital of the Partnership as identified in paragraph 10.01. The partners agree that each Limited Partner shall contribute equally such additional sums as the Partnership may require during the term of the Agreement to meet its cash needs. Each Limited Partner shall make any additional capital contributions to the Partnership no later than ten (10) days following notice from the General Partner than an additional capital contribution is required for the Partnership to continue meetings its business needs. The Partners also acknowledge that additional capital contributions may be necessary, at the discretion of the General Partner, for each new business location that is opened by the Partnership. In the event that additional contributions are made, the interests of the Partners in the Partnership will be adjusted to reflect such contributions. No Limited Partners shall be obligated to make any additional contributions. However, all funding required for acquisition and expansion of new business locations will be obtained either from:
Limited Partner’s Liability. The liability of the Limited Partners to the Partnership shall be limited to the amount of their Capital Contributions. The Limited Partners shall not have any further personal liability in respect of the liabilities or the obligations of the Partnership, nor shall the Limited Partners be personally liable for any obligations of the Partnership, except as may be provided in the Partnership Act.