Common use of Standard of Care; Liability Clause in Contracts

Standard of Care; Liability. Each Member shall discharge his management 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 the be in the best interests of the Company as required by the Act. A Member shall not be liable for monetary damages to the Company for any breach of any such management duties except for (i) actions constituting fraud, willful misconduct or gross negligence, (ii) actions taken by a Member in violation of this Agreement, (iii) the receipt of a financial benefit to which the Member is not entitled, (iv) voting for or assenting to a distribution to Members in violation of this Agreement or the Act, or (v) a knowing violation of the law.

Standard of Care; Liability. Each Every Member shall discharge his management or its duties as a Member in good faith, with the care an ordinarily prudent person in a like position would exercise under similar circumstances, circumstances and in a manner he or it reasonably believes to the be in the best interests of the Company. No Member, directly or indirectly, shall enter into any agreements with the Company, whether such agreements benefit the Company as required by or the Actother Members, without the prior approval of the Manager. A Member shall not be liable for monetary damages to the Company for any breach of any such management duties duties, except for (i) actions constituting fraud, willful misconduct or gross negligence, (ii) actions taken by a Member in violation of this Agreement, (iii) the receipt of a financial benefit to which the Member is not entitled, (iv) voting for or assenting to a distribution to Members in violation of this Agreement or the Act, Act or (v) a knowing violation of the lawstatute.