Common use of Exculpation and Indemnification; Elimination of Fiduciary Duties Clause in Contracts

Exculpation and Indemnification; Elimination of Fiduciary Duties. (a) Subject to the duties of the Managing Member and Officers set forth in Section 7.01, neither the Managing Member nor any other Covered Person shall be liable, including under any legal or equitable theory of fiduciary duty or other theory of liability, to the Company or to any other Covered Person for any losses, claims, damages or liabilities incurred by reason of any act or omission performed or omitted by such Covered Person in good faith on behalf of the Company. There shall be, and each Covered Person shall be entitled to, a presumption that such Covered Person acted in good faith. None of the Members shall have any fiduciary duties to any other Member, the Company or any other Person, and any duties or implied duties (including fiduciary duties) of any Member to any other Member or the Company that would otherwise apply at law (common or statutory) or in equity are hereby eliminated to the fullest extent permitted under any Applicable Law.

Exculpation and Indemnification; Elimination of Fiduciary Duties. (a) Subject to the duties of the Managing Member General Partner and Officers set forth in Section 7.01this Agreement, neither the Managing Member General Partner nor any other Covered Person shall be liable, including under any legal or equitable theory of fiduciary duty or other theory of liability, to the Company Partnership or to any other Covered Person for any losses, claims, damages or liabilities incurred by reason of any act or omission performed or omitted by such Covered Person in good faith on behalf of the CompanyPartnership. There shall be, and each Covered Person shall be entitled to, a presumption that such Covered Person acted in good faith. None of the Members Partners shall have any fiduciary duties to any other MemberPartner, the Company Partnership or any other Person, and any duties or implied duties (including fiduciary duties) of any Member Partner to any other Member Partner or the Company Partnership that would otherwise apply at law (common or statutory) or in equity are hereby eliminated to the fullest extent permitted under any Applicable Law.