Exculpation; Duties. (a) No Member, Director or officer of the Company shall be liable to the Company or any other Person who has an interest in the Company for any loss, damage or claim incurred by reason of any act or omission performed or omitted by such Member, Director or officer in good faith on behalf of the Company and in a manner reasonably believed to be within the scope of the authority conferred on such Member, Director or officer by this Agreement, except that a Member, Director or officer shall be liable for any such loss, damage or claim incurred by reason of such Member's, Director's or officer's willful misconduct or gross negligence.
Appears in 7 contracts
Samples: Limited Liability Company Agreement (World Omni Auto Receivables LLC), Limited Liability Company Agreement (World Omni Auto Receivables LLC), Limited Liability Company Agreement (World Omni 1998-a Automobile Lease Securitization Trust)
Exculpation; Duties. (a) No Member, Director Member or officer of the Company shall be liable to the Company or any other Person who has an interest in the Company for any loss, damage or claim incurred by reason of any act or omission performed or omitted by such Member, Director Member or officer in good faith on behalf of the Company and in a manner reasonably believed to be within the scope of the authority conferred on such Member, Director Member or officer by this Agreement, except that a Member, Director Member or officer shall be liable for any such loss, damage or claim incurred by reason of such Member's, Director's ’s or officer's ’s willful misconduct or gross negligence.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (ET Wayne Finance, L.L.C.), Limited Liability Company Agreement (ET Wayne Finance, L.L.C.), Limited Liability Company Agreement (ET Wayne Finance, L.L.C.)
Exculpation; Duties. (a) No Member, Director or officer of the Company shall be liable to the Company or any other Person who has an interest in the Company bound by this Agreement for any loss, damage or claim incurred by reason of any act or omission performed or omitted by such Member, Director or officer in good faith on behalf of the Company and in a manner reasonably believed to be within the scope of the authority conferred on such Member, Director or officer by this Agreement, except that a Member, Director or officer shall be liable for any such loss, damage or claim incurred by reason of such Member's’s, Director's ’s or officer's ’s willful misconduct or gross negligence.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (World Omni LT), Limited Liability Company Agreement (World Omni LT), Limited Liability Company Agreement (World Omni LT)
Exculpation; Duties. (a) No Member, Director or officer of the Company shall be liable to the Company or any other Person who has an interest in the Company for any loss, damage or claim incurred by reason of any act or omission performed or omitted by such Member, Director or officer in good faith on behalf of the Company and in a manner reasonably believed to be within the scope of the authority conferred on such Member, Director or officer by this Agreement, except that a Member, Director or officer shall be liable for any such loss, damage or claim incurred by reason of such Member's’s, Director's ’s or officer's ’s willful misconduct or gross negligence.
Appears in 1 contract
Samples: Limited Liability Company Agreement (World Omni Auto Leasing LLC)