Common use of Limitation of Director Liability Clause in Contracts

Limitation of Director Liability. A director of the Corporation shall not be liable to the Corporation or its stockholders for monetary damages for breach of fiduciary duty as a director, except to the extent such exemption from liability or limitation thereof is not permitted under the DGCL as the same exists or may hereafter be amended. Any amendment, modification or repeal of the foregoing sentence shall not adversely affect any right or protection of a director of the Corporation hereunder in respect of any act or omission occurring prior to the time of such amendment, modification or repeal.

Appears in 10 contracts

Samples: Joinder Agreement (Roman DBDR Tech Acquisition Corp.), Merger Agreement (Global Partner Acquisition Corp.), Agreement and Plan of Merger (M III Acquisition Corp.)

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Limitation of Director Liability. A director of the Corporation shall not be personally liable to the Corporation or its stockholders for monetary damages for breach of fiduciary duty as a director, except to the extent such exemption from liability or limitation thereof is not permitted under the DGCL as the same exists or may hereafter be amended. Any amendment, modification or repeal of the foregoing sentence shall not adversely affect any right or protection of a director of the Corporation hereunder in respect of any act or omission occurring prior to the time of such amendment, modification or repeal.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Landcadia Holdings III, Inc.), Agreement and Plan of Merger (Vesper Healthcare Acquisition Corp.), Business Combination Agreement (PENSARE ACQUISITION Corp)

Limitation of Director Liability. A To the full extent permitted by the DGCL and any other applicable law currently or hereafter in effect, a director of the Corporation shall not be personally liable to the Corporation or its stockholders for monetary damages for breach of fiduciary duty as a director, except to the extent such exemption from liability or limitation thereof is not permitted under the DGCL as the same exists or may hereafter be amended. Any amendment, modification or repeal of the foregoing sentence shall not adversely affect any right or protection of a director of the Corporation hereunder in respect of any act or omission occurring prior to the time of such amendment, modification or repeal.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (10X Capital Venture Acquisition Corp. II), Registration Rights Agreement (B. Riley Principal Merger Corp. II)

Limitation of Director Liability. A To the fullest extent permitted by the DGCL as it presently exists or may hereafter be amended, a director or officer of the Corporation shall not be personally liable to the Corporation or its stockholders for monetary damages for breach of fiduciary duty as a director, except to the extent such exemption from liability or limitation thereof is not permitted under the DGCL as the same exists or may hereafter be amended. Any amendment, modification or repeal of the foregoing sentence shall not adversely affect any right or protection of a director of the Corporation hereunder in respect of any act or omission occurring prior to the time of such amendment, modification or repeal.

Appears in 1 contract

Samples: Agreement and Plan of Merger (10X Capital Venture Acquisition Corp. III)

Limitation of Director Liability. A director of the Corporation shall not be personally liable to the Corporation or its stockholders for monetary damages for breach of fiduciary duty as a director, except to the extent such exemption from liability or limitation thereof is not permitted under the DGCL as the same exists or may hereafter be amended. Any amendment, modification or Neither any amendment nor repeal of this Article VIII, nor the foregoing sentence adoption of any provision of this Second Amended and Restated Certificate inconsistent with this Article VIII, shall not eliminate, reduce or otherwise adversely affect any right or protection limitation on the personal liability of a director of the Corporation hereunder in respect of any act or omission occurring prior to existing at the time of such amendment, modification repeal or repealadoption of such an inconsistent provision.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Healthcare Merger Corp.)

Limitation of Director Liability. A director of the Corporation shall not be personally liable to the Corporation or its stockholders for monetary damages for breach of his or her fiduciary duty as a director, except to the extent such exemption from liability or limitation thereof is not permitted under the DGCL as the same exists or may hereafter be amended. Any amendment, modification or repeal of the foregoing sentence shall not adversely affect any right or protection of a director of the Corporation hereunder in respect of any act or omission occurring prior to the time of such amendment, modification or repeal.

Appears in 1 contract

Samples: Joinder Agreement (M3-Brigade Acquisition II Corp.)

Limitation of Director Liability. A director of the Corporation shall not be personally liable to the Corporation or its stockholders for monetary damages for breach of fiduciary duty as a director, except to the extent such exemption from liability or limitation thereof is not permitted under the DGCL as the same exists or may hereafter be amended. Any amendment, modification or repeal of this Article XI, or the foregoing sentence adoption of any provision of the Certificate of Incorporation inconsistent with this Article XI, shall not adversely affect its application with respect to an act or omission by a director or any right or protection of a director of the Corporation hereunder in respect of any act or omission occurring prior to the time of such amendment, modification or repeal.

Appears in 1 contract

Samples: Transaction Agreement (Contango Oil & Gas Co)

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Limitation of Director Liability. A director of the Corporation shall not be liable to the Corporation or its stockholders for monetary damages for breach of fiduciary duty as a director, except to the extent such exemption from liability or limitation thereof is not permitted under the DGCL as the same exists or may hereafter be amended. Any amendment, modification or repeal of the foregoing sentence shall not adversely affect any right or protection of a director of the Corporation corporation hereunder in respect of any act or omission occurring prior to the time of such amendment, modification or repeal.

Appears in 1 contract

Samples: Equity Transfer and Acquisition Agreement (Chart Acquisition Corp.)

Limitation of Director Liability. A To the fullest extent permitted by the DGCL as the same exists or as may hereafter be amended, no director of the Corporation shall not be personally liable to the Corporation or its stockholders for monetary damages for breach of fiduciary duty as a director, except to the extent such exemption from liability or limitation thereof is not permitted under the DGCL as the same exists or may hereafter be amended. Any amendment, modification or repeal of the foregoing sentence shall not adversely affect any right or protection of a director of the Corporation hereunder in respect of any act or omission occurring prior to the time of such amendment, modification or repeal.

Appears in 1 contract

Samples: Joinder Agreement (Motive Capital Corp)

Limitation of Director Liability. A director of the Corporation shall not be personally liable to the Corporation or its stockholders for monetary damages for breach of fiduciary duty as a director, except to the extent such exemption from liability or limitation thereof is not permitted under the DGCL DGCL, as the same exists or may hereafter be amended. Any amendment, modification or repeal of the foregoing sentence shall not adversely affect any right or protection of a director of the Corporation hereunder in respect of any act or omission occurring prior to the time of such amendment, modification or repeal.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Starboard Value Acquisition Corp.)

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