Exculpation and Indemnification. (a) The Member shall not be liable to the Company or any other person or entity who is a party to or is otherwise bound by this Agreement for any loss, damage or claim incurred by reason of any act or omission performed or omitted by the Member in good faith on behalf of the Company and in a manner reasonably believed to be within the scope of the authority conferred on the Member by this Agreement, except that the Member shall be liable for any such loss, damage or claim incurred by reason of the Member’s gross negligence or willful misconduct.
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Samples: Limited Liability Company Agreement (Cnu Dollarsdirect Lending Inc.), Limited Liability Company Agreement (Cnu Dollarsdirect Lending Inc.), Limited Liability Company Agreement (Cnu Dollarsdirect Lending Inc.)
Exculpation and Indemnification. (a) The Member shall not be liable to the Company or any other person or entity who is a party to or is otherwise bound by this Agreement for any loss, damage damage, or claim incurred by reason of any act or omission performed or omitted by the Member in good faith on behalf of the Company and in a manner reasonably believed to be within the scope of the authority conferred on the Member by this Agreement, except that the Member shall be liable for any such loss, damage damage, or claim incurred by reason of the Member’s 's gross negligence or willful misconduct.
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Samples: Limited Liability Company Agreement (Dresser-Rand Global Services, L.L.C.)
Exculpation and Indemnification. (a) The Member shall not be liable to the Company or any other person or entity who is a party to or is otherwise bound by this Agreement for any loss, damage or claim incurred by reason of any act or omission performed or omitted by the Member in good faith on behalf of the Company and in a manner reasonably believed to be within the scope of the authority conferred on the Member by this Agreement, except that the Member shall be liable for any such loss, damage or claim incurred by reason of the Member’s gross negligence or willful intentional misconduct.
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