Common use of Duties and Liabilities of Covered Persons Clause in Contracts

Duties and Liabilities of Covered Persons. (a) To the extent that, at law or in equity, the Member, any Affiliate of the Member or any shareholders, partners, members, employees, representatives or agents of the Member or their respective Affiliates, any officer or any employee or agent of the Company (each a "Covered Person") has duties (including fiduciary duties) and liabilities related thereto to the Company or to any other Covered Person, a Covered Person acting under this Agreement shall not be liable to the Company or to any other Covered Person for its good faith reliance on the provisions of this Agreement.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Grand Canal Shops Mall Construction LLC), Limited Liability Company Agreement (Grand Canal Shops Mall Construction LLC), Limited Liability Company Agreement (Grand Canal Shops Mall Construction LLC)

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Duties and Liabilities of Covered Persons. (a) To the extent that, at law or in equity, the Member, any Executive Committee member, any Affiliate of the Member or Executive Committee member or any shareholders, partners, members, employees, representatives or agents of the Member or Executive Committee member or their respective Affiliates, any officer or any employee or agent of the Company (each a "Covered Person") has duties (including fiduciary duties) and liabilities related thereto to the Company or to any other Covered Person, a Covered Person acting under this Agreement shall not be liable to the Company or to any other Covered Person for its good faith reliance on the provisions of this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Mobile Field Office Co)

Duties and Liabilities of Covered Persons. (a) To the extent that, at law or in equity, the any Member, any Affiliate of the a Member or any shareholders, partners, members, employees, representatives or agents of the a Member or their respective Affiliates, any officer or any employee or agent of the Company (each a "Covered Person") has duties (including fiduciary duties) and liabilities related thereto to the Company or to any other Covered Person, a Covered Person acting under this Agreement shall not be liable to the Company or to any other Covered Person for its good faith reliance on the provisions of this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Venetian Casino Resort LLC)

Duties and Liabilities of Covered Persons. (a) To the extent that, at law or in equity, the Member, any Affiliate of the Member or of any shareholders, partners, members, employees, representatives or agents of the Member or their respective Affiliates, any officer or any employee or agent of the Company (each a "Covered Person") has duties (including fiduciary duties) and liabilities related thereto to the Company or to any other Covered Person, a Covered Person acting under this Agreement shall not be liable to the Company or to any other Covered Person for its good faith reliance on the provisions of this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Venetian Casino Resort LLC)

Duties and Liabilities of Covered Persons. (a) To the extent that, at law or in equity, the any Member, any Affiliate of the a Member or any shareholders, partners, members, employees, representatives or agents of the a Member or their respective Affiliates, any officer or any employee or agent of the Company (each a "Covered PersonCOVERED PERSON") has duties (including fiduciary duties) and liabilities related thereto to the Company or to any other Covered Person, a Covered Person acting under this Agreement shall not be liable to the Company or to any other Covered Person for its good faith reliance on the provisions of this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Venetian Casino Resort LLC)

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Duties and Liabilities of Covered Persons. (a) To the extent that, at law or in equity, the any Member, any Affiliate of the a Member or any shareholders, partners, members, employees, representatives or agents of the a Member or their respective Affiliates, any officer or any employee or agent of the Company (each a "Covered Person") has duties (including fiduciary duties) and liabilities related thereto to the Company or to any other Covered Person, a Covered Person acting under this Agreement shall not be liable to the Company or to any other Covered Person for its good faith reliance on the provisions of this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Grand Canal Shops Mall Construction LLC)

Duties and Liabilities of Covered Persons. (a) To the extent that, at law or in equity, the Memberany partner, any Affiliate of the Member or a Partner, any shareholders, partners, memberspartners, officers, directors, employees, fiduciaries, representatives or agents of the Member a Partner or their respective Affiliates, any officer Affiliates or any officer, employee or agent of the Company Partnership (each a "Covered PersonCOVERED PERSON") has duties (including fiduciary duties) and liabilities related thereto to the Company Partnership or to any other Covered Person, a such Covered Person acting under this Agreement shall not be liable to the Company Partnership or to any other Covered Person for its good faith reliance on the provisions of this Agreement. The provisions of this Agreement, to the extent that they restrict the duties and liabilities of a Covered Person otherwise existing at law or in equity, are agreed by the parties hereto to replace such other duties and liabilities of such Covered Person.

Appears in 1 contract

Samples: Limited Partnership Agreement (Westfield America Inc)

Duties and Liabilities of Covered Persons. (a) To the extent that, at law or in equity, the Member, any Executive Committee member, any Affiliate of the Member or Executive Committee member or any shareholders, partners, members, employees, representatives or agents of the Member or Executive Committee member or their respective Affiliates, any officer or any employee or agent of the Company (each a "Covered Person") has duties (including fiduciary duties) and liabilities related thereto to the Company or to any other Covered Person, a Covered Person acting under this Agreement shall not be liable to the Company or to any other Covered Person for its good faith reliance on the provisions of this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Williams Scotsman Inc)

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