Reliance on Books, Reports and Records. Each Manager shall, in the performance of his or her duties, be fully protected in relying in good faith upon the books of account or reports made to the Company by any of its Officers or by an independent certified public accountant or by an appraiser selected with reasonable care by the Board, or in relying in good faith upon other records of the Company.
Reliance on Books, Reports and Records. Each Director shall, in the performance of his or her duties, be fully protected in relying in good faith upon the books of account or reports made to the Partnership by any of its Officers or by an independent certified public accountant or by an appraiser selected with reasonable care by the Board of Directors, or in relying in good faith upon other records of the Partnership.
Reliance on Books, Reports and Records. Unless it has knowledge concerning the matter in question which makes his reliance unwarranted, each Manager and Member shall, in the performance of its duties hereunder, be entitled to rely on information, opinions, reports or statements, including, without limitation, financial statements and other financial data, if prepared or presented by one or more employees of the Company, the Company's affiliates or by legal counsel, accountants or other Persons as to matters such Manager or Member reasonably believes to be within such Person's professional or expert competence.
Reliance on Books, Reports and Records. Each Manager and each member of any committee designated by the Board shall, in the performance of his or her duties, be fully protected in relying in good faith upon the books of account or reports made to the Company by any of its Officers or by an independent certified public accountant or by an appraiser selected with reasonable care by the Board or by any such committee, or in relying in good faith upon other records of the Company.
Reliance on Books, Reports and Records. A Member, Manager or liquidating trustee shall be fully protected in relying in good faith upon the records of the Company and upon information, opinions, reports or statements presented by another Member, Manager, liquidating trustee, an officer or employee of the Company or committees of the Company or any other person as to matters the relying person reasonably believes are within the other person’s professional or expert competence, including information, opinions, reports or statements as to the value and amount of assets, liabilities, profits or losses of the Company or the value and amount of assets or reserves or contracts, agreements or other undertakings that would be sufficient to pay claims and obligations of the Company or to make reasonable provision to pay those claims and obligations, or any other facts pertinent to the existence and amount of assets from which distributions might be made to the Member or creditors might be properly paid. To the extent permitted by Delaware law, the officers may also rely on the information, opinions, reports and statements of other persons in the manner and with the same protection provided in the preceding sentence. Annex 2
Reliance on Books, Reports and Records. Each member of the Board shall, in the performance of his or her duties, be fully protected in relying in good faith upon the books of account or reports made to the Company by any of its officers (if any) or by an independent certified public accountant or by an appraiser selected with reasonable care by the Board, or in relying in good faith upon other records of the Company. Furthermore, each member of the Board (in such Person’s capacity as a member of the Board) may rely, and shall incur no liability in acting or refraining from acting, upon any resolution, certificate, statement, instrument, opinion, report, notice, request, consent, order, bond, debenture, paper, document, signature or writing reasonably believed by such member of the Board to be genuine, and may rely on a certificate signed by an officer, agent or representative of any Person in order to ascertain any fact with respect to such Person or within such Person’s knowledge, in each case unless there has been a final and non-appealable judgment entered by a court of competent jurisdiction determining that, in respect of such reliance, action or inaction, such member of the Board engaged in bad faith, fraud or willful or intentional misconduct or criminal wrongdoing.
