16.05.310 Liability to 3Rd Parties; No Waivers of Tribal Sovereign Immunity

(a) Except as otherwise provided by this chapter, the debts, obligations and liabilities of a limited liability company, whether arising in contract, tort or otherwise, shall be solely the debts, obligations and liabilities of the limited liability company, and no member or manager of a limited liability company shall be obligated personally for any such debt, obligation or liability of the limited liability company solely by reason of being a member or acting as a manager of the limited liability company.

(b) Notwithstanding the provisions of subsection (a) of this section, under a limited liability company agreement or under another agreement, a member or manager may agree to be obligated personally for any or all of the debts, obligations and liabilities of the limited liability company.

(c) Notwithstanding any other provision contained in this chapter:

(1) any limited liability company in which the Tribe, Te Wà Tha Hón:Ni Corporation, or an instrumentality of the Tribe or wholly-owned entity of the Tribe is a member shall have the power to consent in writing to such limited liability company being sued in courts or to have claims against it resolved through arbitration, but shall not have the power to consent to suit against the Tribe or any other tribal entity, and

(2) no suit may be brought against any limited liability company in which the Tribe, Te Wà Tha Hón:Ni Corporation, or an instrumentality of the Tribe or wholly-owned entity of the Tribe is a member except insofar as consent has been given in writing pursuant to this subsection of this chapter. Any such consent shall be strictly construed.

(d) Notwithstanding any other provision contained in this chapter, limited liability companies may not dispose of, mortgage, or otherwise encumber real or personal property of the Tribe, except that such limited liability companies may grant a leasehold mortgage or other security interest in such limited liability companies' leasehold interest in any lease of real or personal property of the Tribe to such limited liability company.