Common use of Liability of Members and Certain Other Persons Clause in Contracts

Liability of Members and Certain Other Persons. 1.5.1. No Member or Member designee (individually, an “LLC Party”) shall have any liability under this Agreement or under the Delaware Act except as provided herein or as required by the Delaware Act. Except as required by the Delaware Act, the debts, obligations and liabilities of LLC, whether arising in contract, tort or otherwise (including without limitation those arising as member, owner or shareholder of another company, partnership or entity), shall be solely the debts, obligations and liabilities of LLC, and no LLC Party shall be obligated personally for any such debt, obligation or liability of LLC solely by reason of being an LLC Party. The Members shall be liable to LLC for any capital contributions required by this Agreement or as may otherwise be required pursuant to the Delaware Act. No LLC Party shall be liable for any debts, obligations or liabilities, whether arising in contract, tort or otherwise, of any other LLC Party. No LLC Party shall be required to loan LLC any funds. 1.5.2. The Profits and Losses of LLC shall be allocated among the Members in accordance with Article IV hereof.

Liability of Members and Certain Other Persons. 1.5.1. (a) No Member or Member designee (individually, an “LLC Party”) shall have any liability under this Agreement or under the Delaware Act except as provided herein or as required by the Delaware Act. Except as required by the Delaware Act, the debts, obligations and liabilities of LLC, whether arising in contract, tort or otherwise (including without limitation those arising as member, owner or shareholder of another company, partnership or entity), shall be solely the debts, obligations and liabilities of LLC, and no LLC Party shall be obligated personally for any such debt, obligation or liability of LLC solely by reason of being an LLC Party. The Members shall be liable to LLC for any capital contributions required by this Agreement or as may otherwise be required pursuant to the Delaware Act. No LLC Party shall be liable for any debts, obligations or liabilities, whether arising in contract, tort or otherwise, of any other LLC Party. No LLC Party shall be required to loan LLC any funds. 1.5.2. (b) The Profits and Losses of LLC shall be allocated among the Members in accordance with Article IV hereof.