Common use of Duties of Managers Clause in Contracts

Duties of Managers. Each Manager shall owe duties of care and loyalty to the Company and the Member. A Manager shall not be personally liable to the Company or the Member for monetary damages for breach of fiduciary duty as a Manager, except (a) for any breach of the Manager's duty of loyalty to the Company or the Member; (b) for acts or omissions not in good faith or that involve intentional misconduct or a knowing violation of law; or (c) for any transaction from which such Manager derived an improper personal benefit. No amendment to or repeal of the preceding sentence shall apply to or have any effect on the liability or alleged liability of any Manager for or with respect to acts or omissions of such Manager occurring prior to such amendment or repeal.

Duties of Managers. Each Manager shall owe duties of care and loyalty to the Company and the Member. A Manager shall not be personally liable to the Company or the Member for monetary damages for breach of fiduciary duty as a Manager, except (a) for any breach of the Manager's ’s duty of loyalty to the Company or the Member; (b) for acts or omissions not in good faith or that involve intentional misconduct or a knowing violation of law; or (c) for any transaction from which such Manager derived an improper personal benefit. No amendment to or repeal of the preceding sentence shall apply to or have any effect on the liability or alleged liability of any Manager for or with respect to acts or omissions of such Manager occurring prior to such amendment or repeal.