Standard of Care; Liability. Each Member and its respective directors, officers, stockholders and Affiliates shall discharge its duties in good faith, with the care an ordinarily prudent person in a like position would exercise under similar circumstances, and in a manner he reasonably believes to be in the best interests of the Company as required by this Agreement or the Act. A Member shall not be liable for monetary damages to the Company for any breach of any such duties except for receipt of a financial benefit to which the Member is not entitled, voting for or assenting to a distribution to Members in violation of this Agreement or the Act, or a knowing violation of the law.
Appears in 6 contracts
Samples: Limited Liability Company Agreement (E-Medsoft Com), Limited Liability Company Agreement (Med Diversified Inc), Limited Liability Company Agreement (Honda Titling D Lp)
Standard of Care; Liability. Each Member and its respective directors, officers, stockholders stockholders, partners, members and Affiliates shall discharge its duties in good faith, with the care an ordinarily prudent person in a like position would exercise under similar circumstances, and in a manner he reasonably believes to be in the best interests of the Company as required by this Agreement or the Act. A Member shall not be liable for monetary damages to the Company for any breach of any such duties except for receipt of a financial benefit to which the Member is not entitled, voting for or assenting to a distribution to Members in violation of this Agreement or the Act, or a knowing violation of the law.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Ryder Truck Rental I Lp), Ryder Truck Rental I Lp, Ryder Funding Ii Lp