Related-party conflict disclosed — General Partner conflict resolution favors stockholders over Limited Partners
MediumIn the event of a conflict between the interests of the General Partner's stockholders and the Limited Partners, the agreement requires the conflict to be resolved in favor of the stockholders so long as the General Partner directly owns a controlling interest in the Partnership, and the GP faces no monetary liability for losses to LPs from such decisions.
“for so long as the General Partner directly owns a controlling interest in the Partnership, any such conflict that the General Partner, in its sole and absolute discretion, determines cannot be resolved in a manner not adverse to either its stockholders or the Limited Partner shall be resolved in favor of the stockholders. The General Partner shall not be liable for monetary damages for losses sustained, liabilities incurred, or benefits not derived by Limited Partners in connection with such decisions, provided that the General Partner has acted in good faith.”