Common use of Limitation of Liability and Indemnification of Company Officers Clause in Contracts

Limitation of Liability and Indemnification of Company Officers. (a) No officer of the Company shall be liable to the Company or to the Members or to the Interest Holders for acts or omissions of such officer of the Company in connection with the business or affairs of the Company, including, without limitation, any breach of fiduciary duty of such officer as an officer of the Company, any mistake of judgment of such officer as an officer of the Company and any business decision of such officer as an officer of the Company, except for acts or omissions of such officer of the Company that a final adjudication establishes involved intentional misconduct, fraud or a knowing violation of the law that was material to the cause of action subject to such final adjudication.

Limitation of Liability and Indemnification of Company Officers. (a) No officer of the Company shall be liable to the Company or to the Members or to the Interest Holders for acts or omissions of such officer of the Company in connection with the business or affairs of the Company, including, without limitation, any breach of fiduciary duty of such officer as an officer of the Company, any mistake of judgment of such officer as an officer of the Company and any business decision of such officer as an officer of the Company, except for acts or omissions of such officer of the Company that a final adjudication establishes involved breach of such officer's duty of loyalty to the Company or its Members, intentional misconduct, fraud or a knowing violation of the law that was material to the cause of action subject to such final adjudication.