Common use of Liability of the Member Clause in Contracts

Liability of the Member. (a) Except as otherwise provided by the Delaware Act or herein, 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 shall not be obligated personally for any such debt, obligation or liability of the Company solely by reason of being a member of the Company. (b) No Covered Person shall be liable to the Company or any member of the Company for any loss, liability, damage or claim incurred by reason of any act or omission performed or omitted by such Covered Person in good faith on behalf of the Company, except that a Covered Person shall be liable for any loss, liability, damage or claim incurred by reason of such Covered Person's gross negligence or willful misconduct.

Appears in 6 contracts

Samples: Limited Liability Company Agreement (Venetian Blends, Inc.), Limited Liability Company Agreement (Venetian Blends, Inc.), Limited Liability Company Agreement (Venetian Blends, Inc.)

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Liability of the Member. (a) Except as otherwise provided by the Delaware Act or herein, 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 shall not be obligated personally for any such debt, obligation or liability of the Company solely by reason of being a member of the Company. (b) No Covered Person shall be liable to the Company or any member of the Company for any loss, liability, damage or claim incurred by reason of any act or omission performed or omitted by such Covered Person in good faith on behalf of the Company, except that a Covered Person shall be liable for any loss, liability, damage or claim incurred by reason of such Covered Person's ’s gross negligence or willful misconduct.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Sally Investment Holdings LLC)

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