Common use of Duties and Responsibility Clause in Contracts

Duties and Responsibility. The designated LLC Managers shall have a fiduciary responsibility for the safekeeping and use of all funds and assets of the Company and the Series for which they are responsible, and all such funds and assets shall be used in accordance with the terms of this Agreement. Notwithstanding the foregoing sentence, to the extent that, at law or in equity, an LLC Manager or Covered Person has duties (including fiduciary duties) and liabilities relating thereto to the Company, any Series or to any Member, any such LLC Manager or Covered Person acting under this Agreement shall not be liable to the Company, any Series or to any Member 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 an LLC Manager or Covered Person otherwise existing at law or in equity, are agreed by the Members to replace such other duties and liabilities of such LLC Manager or Covered Person.