Common use of Liability of Indemnitees Clause in Contracts

Liability of Indemnitees. (a) Notwithstanding anything to the contrary set forth in this Agreement, no Indemnitee shall be liable for monetary damages to the Company, the Members or any other Person for losses sustained or liabilities incurred as a result of any act or omission constituting a breach of such Indemnitee’s fiduciary duty if such Indemnitee acted in good faith. (b) Subject to its obligations and duties as set forth in this Article 6, the Board of Directors and any committee thereof may exercise any of the powers granted to it by this Agreement and perform any of the duties imposed upon it hereunder either directly or by or through the Company’s Officers or agents, and neither the Board of Directors nor any committee thereof shall be responsible for any misconduct or negligence on the part of any such Officer or agent appointed by the Board of Directors or any committee thereof in good faith. (c) Any amendment, modification or repeal of this Section 6.07 or any provision hereof shall be prospective only and shall not in any way affect the limitations on liability under this Section 6.07 as in effect immediately prior to such amendment, modification or repeal with respect to claims arising from or relating to matters occurring, in whole or in part, prior to such amendment, modification or repeal, regardless of when such claims may be asserted.

Liability of Indemnitees. (a) Notwithstanding anything to the contrary set forth in this Agreement, no Indemnitee shall be liable for monetary damages to the Company, the Members or any other Person for losses sustained or liabilities incurred as a result of any act or omission constituting of an Indemnitee unless there has been a breach final and non-appealable judgment entered in a court of such Indemnitee’s fiduciary duty if such competent jurisdiction determining that, in respect of the matter in question, the Indemnitee acted in good faithbad faith or engaged in fraud, willful misconduct or, in the case of a criminal matter, acted with knowledge that the Indemnitee’s conduct was criminal. (b) Subject to its obligations and duties as set forth in this Article 68, the Board of Directors and any committee thereof may exercise any of the powers granted to it by this Agreement and perform any of the duties imposed upon it hereunder either directly or by or through the Company’s Officers or agents, and neither the Board of Directors nor any committee thereof shall be responsible for any misconduct or negligence on the part of any such Officer or agent appointed by the Board of Directors or any committee thereof in good faith. (c) Any amendment, modification or repeal of this Section 6.07 8.06 or any provision hereof shall be prospective only and shall not in any way affect the limitations on liability under this Section 6.07 8.06 as in effect immediately prior to such amendment, modification or repeal with respect to claims arising from or relating to matters occurring, in whole or in part, prior to such amendment, modification or repeal, regardless of when such claims may be asserted.

Liability of Indemnitees. (a) Notwithstanding anything to the contrary set forth in this Agreement, no Indemnitee shall be liable for monetary damages to the CompanyPartnership, the Members Limited Partners, the Assignees or any other Person Persons who have acquired interests in the Units, for losses sustained or liabilities incurred as a result of any act or omission constituting a breach of such Indemnitee’s fiduciary duty if such Indemnitee acted in good faith. (b) Subject to its obligations and duties as General Partner set forth in this Article 6Section 6.1(a), the Board of Directors and any committee thereof General Partner may exercise any of the powers granted to it by this Agreement and perform any of the duties imposed upon it hereunder either directly or by or through the Company’s Officers or its agents, and neither the Board of Directors nor any committee thereof General Partner shall not be responsible for any misconduct or negligence on the part of any such Officer or agent appointed by the Board of Directors or any committee thereof General Partner in good faith. (c) Any amendment, modification or repeal of this Section 6.07 6.8 or any provision hereof shall be prospective only and shall not in any way affect the limitations on the liability to the Partnership and the Limited Partners of the General Partner, its directors, officers and employees under this Section 6.07 6.8 as in effect immediately prior to such amendment, modification or repeal with respect to claims arising from or relating to matters occurring, in whole or in part, prior to such amendment, modification or repeal, regardless of when such claims may arise or be asserted.

Liability of Indemnitees. (a) Notwithstanding anything to the contrary set forth in this Agreement, no Indemnitee shall be liable for monetary damages to the Company, the Members Partnership or any other Person Partner for losses sustained or liabilities incurred as a result of any act or omission constituting of an Indemnitee unless there has been a breach final and non-appealable judgment entered by a court of such Indemnitee’s fiduciary duty if such competent jurisdiction determining that, in respect of the matter in question, the Indemnitee acted in good faithbad faith or engaged in fraud, willful misconduct or, in the case of a criminal matter, acted with knowledge that the Indemnitee’s conduct was criminal. (b) Subject to its obligations and duties as General Partner set forth in this Article 6VI, the Board of Directors and any committee thereof General Partner may exercise any of the powers granted to it by this Agreement and perform any of the duties imposed upon it hereunder either directly or by or through the Company’s Officers or its agents, and neither the Board of Directors nor any committee thereof General Partner shall not be responsible for any misconduct or negligence on the part of any such Officer or agent appointed by the Board of Directors or any committee thereof General Partner in good faith. (c) Any amendment, modification or repeal of this Section 6.07 10.2 or any provision hereof shall be prospective only and shall not in any way affect the limitations on the liability of an Indemnitee under this Section 6.07 10.2 as in effect immediately prior to such amendment, modification or repeal with respect to claims arising from or relating to matters occurring, in whole or in part, prior to such amendment, modification or repeal, regardless of when such claims may arise or be asserted.

Liability of Indemnitees. (a) Notwithstanding anything to the contrary set forth in this Agreement, no Indemnitee shall be liable for monetary damages damage to the CompanyPartnership, the Members Limited Partners, the Assignees or any other Person Persons who have acquired interests in the Units, for losses sustained or liabilities incurred as a result of any act or omission constituting a breach of such Indemnitee’s fiduciary duty if such Indemnitee acted in good faith. (b) Subject to its obligations and duties as General Partner set forth in this Article 6Section 6.1(a), the Board of Directors and any committee thereof General Partner may exercise any of the powers granted to it by this Agreement and perform any of the duties imposed upon it hereunder either directly or by or through the Company’s Officers or its agents, and neither the Board of Directors nor any committee thereof General Partner shall not be responsible for any misconduct or negligence on the part of any such Officer or agent appointed by the Board of Directors or any committee thereof General Partner in good faith. (c) Any amendment, modification or repeal of this Section 6.07 6.8 or any other provision hereof shall be prospective only and shall not in any way affect the limitations on the liability to the Partnership and the Limited Partners of the General Partner, its directors, officers and employees under this Section 6.07 6.8 as in effect immediately prior to such amendment, modification or repeal with respect to claims arising from or relating to matters occurring, in whole or in part, prior to such amendment, modification or repeal, regardless of when such claims may arise or be asserted.

Liability of Indemnitees. (a) No Indemnitee shall be personally liable for the debts and obligations of the Company. (b) Notwithstanding anything to the contrary set forth in this Agreement, no Indemnitee shall be liable for monetary damages to the Company, the Members or any other Person Company for losses sustained or liabilities incurred as a result of any act or omission constituting of an Indemnitee unless there has been a breach final and non-appealable judgment entered by a court of such Indemnitee’s fiduciary duty if such competent jurisdiction determining that, in respect of the matter in question, the Indemnitee acted in good faith. (b) Subject to its obligations and duties as set forth bad faith or engaged in this Article 6fraud, the Board of Directors and any committee thereof may exercise any of the powers granted to it by this Agreement and perform any of the duties imposed upon it hereunder either directly or by or through the Company’s Officers or agents, and neither the Board of Directors nor any committee thereof shall be responsible for any willful misconduct or gross negligence on or, in the part case of any such Officer or agent appointed by a criminal matter, acted with knowledge that the Board of Directors or any committee thereof in good faithIndemnitee’s conduct was criminal. (c) Any amendment, modification or repeal of this Section 6.07 4.6 or Section 4.7 or any provision hereof shall be prospective only and shall not in any way affect the limitations on the liability of the Indemnitees under this Section 6.07 4.6 or Section 4.7 as in effect immediately prior to such amendment, modification or repeal with respect to claims arising from or relating to matters occurring, in whole or in part, prior to such amendment, modification or repeal, regardless of when such claims may arise or be asserted.

Liability of Indemnitees. (a) Notwithstanding anything to the contrary set forth in this Agreement, no Indemnitee shall be liable for monetary damages to the Company, the Members Company or any other Person Member for losses sustained or liabilities incurred as a result of any act or omission constituting of an Indemnitee unless there has been a breach final and non-appealable judgment entered by a court of such Indemnitee’s fiduciary duty if such competent jurisdiction determining that, in respect of the matter in question, the Indemnitee acted in good faithbad faith or engaged in fraud, willful misconduct or, in the case of a criminal matter, acted with knowledge that the Indemnitee’s conduct was criminal. (b) Subject to its obligations and duties as the Manager set forth in this Article 6VI, the Board of Directors and any committee thereof Manager may exercise any of the powers granted to it by this Agreement and perform any of the duties imposed upon it hereunder either directly or by or through the Company’s Officers or its agents, and neither the Board of Directors nor any committee thereof Manager shall not be responsible for any misconduct or negligence on the part of any such Officer or agent appointed by the Board of Directors or any committee thereof Manager in good faith. (c) Any amendment, modification or repeal of this Section 6.07 10.2 or any provision hereof shall be prospective only and shall not in any way affect the limitations on the liability of an Indemnitee under this Section 6.07 10.2 as in effect immediately prior to such amendment, modification or repeal with respect to claims arising from or relating to matters occurring, in whole or in part, prior to such amendment, modification or repeal, regardless of when such claims may arise or be asserted.

Liability of Indemnitees. (a) Notwithstanding anything to the contrary set forth Except as provided in this AgreementSection 6.5(c), no Indemnitee (as defined below) shall be liable for monetary damages Damages to the Company, the Members any Member or any other Person that is a party to or is otherwise bound by the provisions of this Agreement for losses sustained or liabilities incurred as a result of any act or omission constituting a breach of such Indemnitee’s fiduciary duty if such Indemnitee acted in good faith. (b) Subject to its obligations and duties as set forth in this Article 6VIII, the Board of Directors and any committee thereof may exercise any of the powers granted to it by this Agreement and perform any of the duties imposed upon it hereunder either directly or by or through the Company’s Officers or other agents, and neither the Board of Directors nor any committee thereof shall be responsible for any misconduct or negligence on the part of any such Officer or agent appointed by the Board of Directors or any committee thereof in good faith. (c) Any amendment, modification or repeal of this Section 6.07 8.1 or any provision hereof shall be prospective only and shall not in any way affect the limitations on liability under this Section 6.07 8.1 as in effect immediately prior to such amendment, modification or repeal with respect to claims arising from or relating to matters occurring, in whole or in part, prior to such amendment, modification or repeal, regardless of when such claims may arise or be asserted.

Liability of Indemnitees. (a) Notwithstanding anything to the contrary set forth in this Agreement, no Indemnitee shall be liable for monetary damages to the Company, the Members or any other Person for losses sustained or liabilities incurred as a result of any act or omission constituting a breach of such Indemnitee’s 's fiduciary duty if such Indemnitee acted in good faith. (b) Subject to its obligations and duties as set forth in this Article 6, the Board of Directors and any committee thereof may exercise any of the powers granted to it by this Agreement and perform any of the duties imposed upon it hereunder either directly or by or through the Company’s 's Officers or agents, and neither the Board of Directors nor any committee thereof shall be responsible for any misconduct or negligence on the part of any such Officer or agent appointed by the Board of Directors or any committee thereof in good faith. (c) Any amendment, modification or repeal of this Section 6.07 or any provision hereof shall be prospective only and shall not in any way affect the limitations on liability under this Section 6.07 as in effect immediately prior to such amendment, modification or repeal with respect to claims arising from or relating to matters occurring, in whole or in part, prior to such amendment, modification or repeal, regardless of when such claims may be asserted.

Liability of Indemnitees. (a) Notwithstanding anything to the contrary set forth in this Agreement, no Indemnitee shall be liable for monetary damages to the Company, the Members or any other Person for losses sustained or liabilities incurred as a result of any act or omission constituting a breach of such Indemnitee’s fiduciary duty if such Indemnitee acted in good faith. (b) Subject to its obligations and duties as set forth in this Article 6, the Board of Directors and any committee thereof may exercise any of the powers granted to it by this Agreement and perform any of the duties imposed upon it hereunder either directly or by or through the Company’s Officers or agents, and neither the Board of Directors nor any committee thereof shall be responsible for any misconduct or negligence on the part of any such Officer or agent appointed by the Board of Directors or any committee thereof in good faith. (c) Any amendment, modification or repeal of this Section 6.07 or any provision hereof shall be prospective only and shall not in any way affect the limitations on liability under this Section 6.07 as in effect immediately prior to such amendment, modification or repeal with respect to claims arising from or relating to matters occurring, in whole or in part, prior to such amendment, modification or repeal, regardless of when such claims may arise or be asserted.

Liability of Indemnitees. (a) Notwithstanding anything to the contrary set forth in this Agreement, no Indemnitee shall be liable for monetary damages to the CompanyPartnership, the Members Limited Partners, the Assignees or any other Person Persons who have acquired interests in the Units, for losses sustained or liabilities incurred as a result of any act or omission constituting a breach of such Indemnitee’s fiduciary duty if such Indemnitee acted in good faith. (b) Subject to its obligations and duties as General Partner set forth in this Article 6Section 6.1(a), the Board of Directors and any committee thereof General Partner may exercise any of the powers granted to it by this Agreement and perform any of the duties imposed upon it hereunder either directly or by or through the Company’s Officers or its agents, and neither the Board of Directors nor any committee thereof General Partner shall not be responsible for any misconduct or negligence on the part of any such Officer or agent appointed by the Board of Directors or any committee thereof General Partner in good faith. (c) Any amendment, modification or repeal of this Section 6.07 6.8 or any other provision hereof shall be prospective only and shall not in any way affect the limitations on the liability to the Partnership and the Limited Partners of the General Partner, its directors, officers and employees under this Section 6.07 6.8 as in effect immediately prior to such amendment, modification or repeal with respect to claims arising from or relating to matters occurring, in whole or in part, prior to such amendment, modification or repeal, regardless of when such claims may arise or be asserted.