LIABILITY OF MEMBER AND MANAGER. Except as otherwise provided in the Delaware LLC Act, the debts, obligations and liabilities of the LLC, whether arising in contract, tort or otherwise, shall be solely the debts, obligations and liabilities of the LLC, and neither the Member nor the Manager, nor any director, officer, employee, shareholder, controlling person or agent of the LLC or the Member shall be obligated personally for any such debt, obligation or liability of the LLC solely by reason of being a member or a manager, director, officer, employee, shareholder, controlling person or agent of the LLC or the Member. The failure of the LLC to observe any formalities or requirements relating to the exercise of its power or management of its business or affairs under the Delaware LLC Act or this Agreement shall not be grounds for imposing personal liability on the Member, the Manager, or any director, officer, employee, shareholder, controlling person or agent of the LLC or the Member for liabilities of the LLC.
LIABILITY OF MEMBER AND MANAGER. Neither the Member nor the Manager shall be liable as Member or Manager for the liabilities of the Company. The failure of the Company to observe any formalities or requirements relating to the exercise of its powers or management of its business or affairs under this Company Agreement or the Act shall not be grounds for imposing personal liability on the Member or Manager for liabilities of the Company.
LIABILITY OF MEMBER AND MANAGER. Except as otherwise expressly provided by non-waivable provisions of the Act or other applicable law, the debts, obligations and liabilities of the Company, whether arising in contract, tort or otherwise, shall be the debts, obligations and liabilities solely of the Company, and neither the Members or the Manager shall be obligated personally for any such debt, obligation or liability of the Company by reason of being a Member or Manager of the Company. Without limiting the foregoing, (i) no Member, in his, her or its capacity as a Member, shall have any liability to restore any negative balance in his, her or its Capital Account, (ii) the failure of the Company to observe any formalities or requirements relating to exercise of its powers or management of its business or affairs under this Agreement or the Act shall not be grounds for imposing personal liability on the Members or Manager for the debts, obligations or liabilities of the Company and (iii) under applicable law, the Members, including the Manager, as a holder of a Membership Interest, may, under certain circumstances, be liable to the Company to the extent of previous distributions made to them in the event that the Company does not have sufficient assets to discharge its liabilities, provided that any amounts required to be returned pursuant to this Section 2.09(iii) shall be made pro rata by each Member in accordance with his, her or its Founders Shares Percentage or Private Placement Units Percentage, as applicable.
LIABILITY OF MEMBER AND MANAGER. Except as otherwise required by RULLCA, the debts, obligations, and liabilities of the Company, whether arising in contract, tort, or otherwise, shall be solely the debts, obligations, and liabilities of the Company, and the Member and Manager shall not be obligated personally for any such debt, obligation, or liability of the Company solely by reason of acting as a member or manager or participating in the management of the Company.
LIABILITY OF MEMBER AND MANAGER. Except as otherwise expressly provided by non- waivable provisions of the Act or other applicable law, the debts, obligations and liabilities of the Company, whether arising in contract, tort or otherwise, shall be the debts, obligations and liabilities solely of the Company, and neither the Members or the Managers shall be obligated personally for any such debt, obligation or liability of the Company by reason of being a Member or Manager of the Company. Without limiting the foregoing, (i) no Member, in his, her or its capacity as a Member, shall have any liability to restore any negative balance in his, her or its Capital Account, (ii) the failure of the Company to observe any formalities or requirements relating to exercise of its powers or management of its business or affairs under this Agreement or the Act shall not be grounds for imposing personal liability on the Members or Managers for the debts, obligations or liabilities of the Company and (iii) under applicable law, the Members may, under certain circumstances, be liable to the Company to the extent of previous distributions made to them in the event that the Company does not have sufficient assets to discharge its liabilities.
