赔偿条款翻译-中英对照
（d）本公司可以为理事会或管理人员，以及理事会指定的人员购买并持有保险（或偿还理事会或其分支机构的保险费用），该人员在从事本公司相关活动时造成的任何责任或费用，免除相关责任，不论本公司是否有权根据本协定的规定，对相关人员免除赔偿责任。
（e）在任何情况下，接受赔偿者必须遵循本协议所规定的赔偿条款对合同方进行赔偿的理由事项。
（f）接受赔偿者不得剥夺在6.9条款中规定的接受赔偿者的全部或部分赔偿条款，因为接受赔偿者在交易中，享有适用接受赔偿者的相关赔偿权益，如果交易为本协议的条款所许可。（g）6.9条款规定了接受赔偿者，继承人，继任者，指派人员和管理人员的利益，不应视为对任何人谋利而设定的其它任何权利。
（h）6.9条款规定的任何修正条款或任何修改条款的或废除条款内容，不得以任何方式终止，减少或损害任何过去，现在或将来接受赔偿者对本公司赔偿权益，同时也包括本公司的任何有关赔偿权益，按照6.9条款规定，该修订、修改或废除而产生或有关事项发生的债权立即生效之前，无论是全部或部分，无论这种索赔是否提出或出现。
（i）每个会员要求承认并同意（i）该会员已仔细阅读本协议，（ii）作出决定按在协议规定日期成为本协议成员，由其代表提出的独立调查之日起加入本协议和条款，（HI）会员特此放弃和解除因本协议不公平，对本公司和/或经理任何索赔，或其它对该会员的董事会成员造成损害的索赔。
6.10接受赔偿者的责任
（a）尽管在本协议有相反内容事项的规定，接受赔偿者对承担对本公司造成金钱赔偿不负任何责任，包括，已了解公司的利益的协议成员、指定人员或任何其它成员，因接受赔偿者由于善意行事的任何行为或遗漏，而遭受的损失或发生的负债结果。
（b）理事会可行使本协议授予的任何权力并强制执行任何下文职责，无论采用直接方式或通过其代理人，理事会不为任何由董事会委任何此类代理的疏忽和不当行为负责。
（c）任何修订、修改或废除的第6.10条款或本协议任何条款，不得以任何方式影响接受赔偿者，在修订，修改或废除之前已经生效的法律责任，已经产生或有关事项发生的债权，包括全部或部分，无论这种索赔是否提出或出现。
(d) The Company may purchase and maintain (or reimburse the Board of Managers or its Affiliates for the cost of) insurance, on behalf of the Board of Managers and the Officers and such other Persons as the Board of Managers shall determine, against any liability that may be asserted against or expense that may be incurred by such Person in connection with the Company's activities, regardless of whether the Company would have the power to indemnify such Person against such liability under the provisions of this Agreement,
(e) In no event may an Indemnitee subject the Members to personal liability by reason of the indemnification provisions set forth in this Agreement,
(f) An Indemnitee shall not be denied indemnification in whole or in part under this Section 6.9 because the Indemnitee had an interest in the transaction with respect to which the indemnification applies if the transaction was otherwise permitted by the terms of this Agreement,
(g) The provisions of this Section 6.9 are for the benefit of the Indemnitees, their heirs, successors, assigns and administrators and shall not be deemed to create any rights for the benefit of any other Persons.
(h) No amendment, modification or repeal of this Section 6.9 or any provision hereof
shall in any manner terminate, reduce or impair the right of any past, present or future Indemnitee to be indemnified by the Company, nor the obligation of the Company to indemnify any such Indemnitee under and in accordance with the provisions of this Section 6.9 as in effect immediately prior to such amendment, modification or repeal with respect to claims arising from or relating to matters occurring, in whole or in part, prior to such amendment, modification or repeal, regardless of when such claims may arise or be asserted.
(i) Each Member acknowledges and agrees that (i) such Member has carefully
reviewed this Agreement and the terms hereof, (ii) in making its decision to enter into this Agreement on the date hereof such Member has relied upon independent investigations made by it and its representatives, and (Hi) such Member hereby waives and releases any claims against the Company and/or the members of the Board of Managers that the terms of this Agreement are unfair or otherwise injurious to such Member.
Section 6.10 Liability of Indemnitees
(a) Notwithstanding anything to the contrary set forth in this Agreement, no Indemnitee shall be liable for monetary damages to the Company, the Members, the Assignees or any other Persons who have acquired a Company Interest, for losses sustained or liabilities incurred as a result of any act or omission if such Indemnitee acted in good faith.
(b) The Board of Managers may exercise any of the powers granted to it by this Agreement and perform any of the duties imposed upon it hereunder either directly or by or through its agents, and the Board of Managers shall not be responsible for any misconduct
32 or negligence on the part of any such agent appointed by the Board of Managers in good faith.
(c) Any amendment, modification or repeal of Section 6.10 or any provision hereof
shall be prospective only and shall not in any way affect the limitations on the liability of the Indemnitees as in effect immediately prior to such amendment, modification or repeal with respect to claims arising from or relating to matters occurring, in whole or in part, prior to such amendment, modification or repeal, regardless of when such claims may arise or be asserted.
Section 6.11 No Business Opportunity Obligations
None of the Class A Members or any of their Affiliates shall have any obligation, as a result of any such Person's status as a Member or member of the Board of Managers (or Affiliate thereof), to present a business opportunity to the Company or to refrain from taking advantage of a business opportunity individually, whether or not such opportunity falls within the purpose of the Company as described in Section 2.4 herein; (BMMBJMBBMIMBBBBi^Bi be deemed to authorize any Person to prevent the Company from pursuing any business opportunity that such Person is pursuing in an individual capacity. Without limiting the generality of, and subject to, the foregoing, the Class A Members and their Affiliates may engage in and possess interests in other business ventures of any and every type and description, independently or with others, including ones in competition with the Company, with no obligation to offer to the Company, any other Member or any Affiliate of another Member the right to participate therein or to share the results or profits thereof. The provisions of this Section 6.11 constitute an agreement to modify or eliminate fiduciary duties pursuant to the provisions of Section 18-1101 of the Act
2013.7.24