Common use of Performance of Duties; Liability of Directors and Officers Clause in Contracts

Performance of Duties; Liability of Directors and Officers. In performing his or her duties, each of the Directors and the Officers shall be entitled to rely in good faith on the provisions of this Agreement and on information, opinions, reports, or statements (including financial statements and information, opinions, reports or statements as to the value or amount of the assets, liabilities, Profits or Losses of the Company or any facts pertinent to the existence and amount of assets from which distributions to Members and/or Option Holders might properly be paid), of the following other Persons or groups: (a) one or more Officers or employees of the Company or its Subsidiaries; (b) any attorney, independent accountant, or other Person employed or engaged by the Company or its Subsidiaries; or (c) any other Person who has been selected with reasonable care by or on behalf of the Company or its Subsidiaries, in each case as to matters which such relying Person reasonably believes to be within such other Person’s professional or expert competence. The preceding sentence shall in no way limit any Person’s right to rely on information to the extent provided in Section 18-406 of the Delaware Act. No individual who is a Director and/or an Officer shall be personally liable under any judgment of a court, or in any other manner, for any debt, obligation, or liability of the Company, whether that liability or obligation arises in contract, tort, or otherwise, solely by reason of being a Director and/or an Officer.

Performance of Duties; Liability of Directors and Officers. In performing ---------------------------------------------------------- his or her duties, each of the Directors and each of the Officers officers shall be entitled to rely in good faith on the provisions of this Agreement and the Related Agreements and on information, opinions, reports, or statements (including financial statements and information, opinions, reports or statements as to the value or amount of the assets, liabilities, Profits or Losses of the Company or any facts pertinent to the existence and amount of assets from which distributions Distributions to Members and/or Option Holders might properly be paid), ) of the following other Persons or groups: (a) one or more Officers officers or employees of the Company or its SubsidiariesCompany; (b) any attorney, independent accountant, or other Person employed or engaged by the Company or its Subsidiaries; or (c) any other Person who has been selected with reasonable care by or on behalf of the Company or its SubsidiariesCompany, in each case as to matters which such relying Person reasonably believes to be within such other Person’s 's professional or expert competence. The preceding sentence shall in no way limit any Person’s 's right to rely on information to the extent provided in Section section 18-406 of the Delaware Act. No individual who is a Director and/or or an Officer officer of the Company, or any combination of the foregoing, shall be personally liable under any judgment of a court, or in any other manner, for any debt, obligation, or liability of the Company, whether that liability or obligation arises in contract, tort, or otherwise, solely by reason of being a an Director and/or or an Officerofficer of the Company or any combination of the foregoing.

Performance of Duties; Liability of Directors and Officers. In performing his or her duties, each of the Directors Managers and the Officers officers (if any) shall be entitled to rely in good faith on the provisions of this Agreement and on information, opinions, reports, or statements (including financial statements and information, opinions, reports or statements as to the value or amount of the assets, liabilities, Profits Net Profits, Net Income, Net Losses or Losses Net Cash of the Company or any facts pertinent to the existence and amount of assets from which distributions to Members and/or Option Holders might properly be paid), of the following other Persons or groups: (aA) one or more Officers officers or employees of the Company or its SubsidiariesCompany; (bB) any attorney, independent accountant, or other Person employed or engaged by the Company or its Subsidiaries(including the Management Company); or (cC) any other Person who has been selected with reasonable care by or on behalf of the Company or its SubsidiariesCompany, in each case as to matters which such relying Person reasonably believes to be within such other Person’s 's professional or expert competence. The preceding sentence shall in no way limit any Person’s 's right to rely on information to the extent provided in Section 18-406 of the Delaware ActLLC Law. No individual who is a Director and/or Manager or an Officer officer of the Company, or any combination of the foregoing, shall be personally liable under any judgment of a court, or in any other manner, for any debt, obligation, or liability of the Company, whether that liability or obligation arises in contract, tort, or otherwise, solely by reason of being a Director and/or Manager or an Officerofficer of the Company or any combination of the foregoing.

Performance of Duties; Liability of Directors and Officers. In ---------------------------------------------------------- performing his or her duties, each of the Directors and the Officers officers shall be entitled to rely in good faith on the provisions of this Agreement and on information, opinions, reports, or statements (including financial statements and information, opinions, reports or statements as to the value or amount of the assets, liabilities, Profits or Losses of the Company or any facts pertinent to the existence and amount of assets from which distributions Distributions to Members and/or Option Holders might properly be paid), of the following other Persons or groups: (a) one or more Officers officers or employees of the Company or its SubsidiariesCompany; (b) any attorney, independent accountant, or other Person employed or engaged by the Company or its SubsidiariesCompany; or (c) any other Person who has been selected with reasonable care by or on behalf of the Company or its SubsidiariesCompany, in each case as to matters which such relying Person reasonably believes to be within such other Person’s 's professional or expert competence. The preceding sentence shall in no way limit any Person’s 's right to rely on information to the extent provided in Section 18-406 of the Delaware Act. No individual who is a Director and/or or an Officer officer of the Company, or any combination of the foregoing, shall be personally liable under any judgment of a court, or in any other manner, for any debt, obligation, or liability of the Company, whether that liability or obligation arises in contract, tort, or otherwise, solely by reason of being a an Director and/or or an Officerofficer of the Company or any combination of the foregoing.

Performance of Duties; Liability of Directors and Officers. In performing his or her duties, each of the Directors and each of the Officers officers shall be entitled to rely in good faith on the provisions of this Agreement and the Related Agreements and on information, opinions, reports, or statements (including financial statements and information, opinions, reports or statements as to the value or amount of the assets, liabilities, Profits or Losses of the Company or any facts pertinent to the existence and amount of assets from which distributions Distributions to Members and/or Option Holders might properly be paid), ) of the following other Persons or groups: (a) one or more Officers officers or employees of the Company or its SubsidiariesCompany; (b) any attorney, independent accountant, or other Person employed or engaged by the Company or its Subsidiaries; or (c) any other Person who has been selected with reasonable care by or on behalf of the Company or its SubsidiariesCompany, in each case as to matters which such relying Person reasonably believes to be within such other Person’s 's professional or expert competence. The preceding sentence shall in no way limit any Person’s 's right to rely on information to the extent provided in Section section 18-406 of the Delaware Act. No individual who is a Director and/or or an Officer officer of the Company, or any combination of the foregoing, shall be personally liable under any judgment of a court, or in any other manner, for any debt, obligation, or liability of the Company, whether that liability or obligation arises in contract, tort, or otherwise, solely by reason of being a an Director and/or or an Officerofficer of the Company or any combination of the foregoing.