EXCULPATION OF DIRECTORS. No Director shall be liable, responsible or accountable in damages or otherwise to the Company or any of the Members for any act or omission performed or omitted (i) in good faith on behalf of the Company, (ii) in a manner reasonably believed by such Director to be within the scope of the authority granted to him or her by this Agreement, and (iii) in a manner not constituting willful misconduct, fraud, or breach of fiduciary duty of loyalty.
Appears in 27 contracts
Samples: Limited Liability Company Operating Agreement (Delta Energy Center, LLC), Limited Liability Company Operating Agreement (Delta Energy Center, LLC), Limited Liability Company Operating Agreement (Delta Energy Center, LLC)
EXCULPATION OF DIRECTORS. No Director shall be liable, responsible or accountable in damages or otherwise to the Company Partnership or any of the Members Partners for any act or omission performed or omitted (i) in good faith on behalf of the CompanyPartnership, (ii) in a manner reasonably believed by such Director to be within the scope of the authority granted to him or her by this Agreement, and (iii) in a manner not constituting willful misconduct, fraud, or breach of fiduciary duty of loyalty.
Appears in 12 contracts
Samples: NRG Retail LLC, NRG Retail LLC, Delta Energy Center, LLC
EXCULPATION OF DIRECTORS. No The Director shall not be liable, responsible or accountable in damages or otherwise to the Company or any of the Members for any act or omission performed or omitted (i) in good faith on behalf of the Company, (ii) in a manner reasonably believed by such Director to be within the scope of the authority granted to him or her by this Agreement, and (iii) in a manner not constituting willful misconduct, fraud, or breach of fiduciary duty of loyalty.
Appears in 4 contracts
Samples: Limited Liability Company (NRG Retail LLC), Limited Liability Company Operating Agreement (NRG Retail LLC), Limited Liability Company Operating Agreement (NRG Retail LLC)
EXCULPATION OF DIRECTORS. No Director shall be liable, responsible or accountable in damages or otherwise to the Company or any of the Members for any act or omission performed or omitted (i) in good faith on behalf of the Company, (ii) in a manner reasonably believed by such Director to be within the scope of the authority granted to him or her by this Agreement, and (iii) in a manner not constituting willful misconduct, fraud, or breach of fiduciary duty of loyalty.,
Appears in 2 contracts
Samples: Limited Liability Company Operating Agreement (Delta Energy Center, LLC), Delta Energy Center, LLC
EXCULPATION OF DIRECTORS. No Director shall be liable, responsible or accountable in damages or otherwise to the Company Partnership or any of the Members Partners for any act or omission performed or omitted (ia) in good faith on behalf of the CompanyPartnership, (iib) in a manner reasonably believed by such Director to be within the scope of the authority granted to him or her by this Agreement, and (iiic) in a manner not constituting willful misconduct, fraud, or breach of fiduciary duty of loyalty.
Appears in 1 contract
Samples: Agreement (WUS Holding, L.L.C.)