Common use of Duties of Officers and Directors Clause in Contracts

Duties of Officers and Directors. (a) Except as otherwise expressly provided in this Agreement or required by the Delaware Act, (i) the duties and obligations owed to the Company by the Officers and Directors shall be the duty of care and duty of loyalty owed to a corporation organized under DGCL by its officers and directors, respectively, and (ii) the duty of care and duty of loyalty owed to the Members by the Officers and Directors shall be the same as the duty of care and duty of loyalty owed to the stockholders of a corporation under the DGCL by its officers and directors, respectively. (b) The Board of Directors shall have the right to 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 the duly authorized Officers of the Company, and the Board of Directors shall not be responsible for the misconduct or negligence on the part of any such Officer duly appointed or duly authorized by the Board of Directors in good faith.

Duties of Officers and Directors. (a) Except as otherwise expressly provided in this Agreement or required by the Delaware Act, (i) the duties and obligations owed to the Company by the Officers and Directors shall be the duty of care same as the duties and duty of loyalty obligations owed to a corporation organized under DGCL by its officers and directors, respectively, and (ii) the duty of care duties and duty of loyalty obligations owed to the Members by the Officers and Directors shall be the same as the duty of care duties and duty of loyalty obligations owed to the stockholders of a corporation under the DGCL by its officers and directors, respectively. (b) The Board of Directors shall have the right to exercise any of the powers granted to it by this Agreement and perform any of the duties imposed upon it hereunder thereunder either directly or by or through the duly authorized Officers of the Company, and the Board of Directors shall not be responsible for the misconduct or negligence on the part of any such Officer duly appointed or duly authorized by the Board of Directors in good faith.

Duties of Officers and Directors. (a) Except as otherwise expressly provided set forth in this Agreement or required by the Delaware Act, (i) the duties and obligations owed to the Company by the Officers and Directors shall be the duty of care same as the duties and duty of loyalty obligations owed to a corporation organized under DGCL by its officers and directors, respectively, and (ii) the duty of care duties and duty of loyalty obligations owed to the Members by the Officers and Directors shall be the same as the duty of care duties and duty of loyalty obligations owed to the stockholders shareholders of a corporation under the DGCL by its officers and directors, respectively. (b) The Board of Directors shall have the right to 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 the duly authorized Officers of the Company, and the Board of Directors shall not be responsible for the misconduct or negligence on the part of any such Officer duly appointed or duly authorized by the Board of Directors in good faith.

Duties of Officers and Directors. (a) Except as otherwise expressly provided in this Agreement or required by the Delaware Act, (i) the duties and obligations owed to the Company by the Officers officers and Directors shall be the duty of care same as the duties and duty of loyalty obligations owed to a corporation organized under DGCL by its officers and directorsDirectors, respectively, and (ii) the duty of care duties and duty of loyalty obligations owed to the Members by the Officers officers and Directors shall be the same as the duty of care duties and duty of loyalty obligations owed to the stockholders of a corporation under the DGCL by its officers and directorsDirectors, respectively. (b) The business and affairs of the Company shall be managed by or under the direction of the Board of Directors shall have the right to Directors, which may exercise any all such powers of the powers granted to it Company and do all such lawful acts and things as are not by statute or by this Agreement and perform any of required to be exercised or done by the duties imposed upon it hereunder either directly or by or through the duly authorized Officers of the Company, and the Members. The Board of Directors shall not be responsible for the misconduct or negligence on the part of any such Officer officer duly appointed or duly authorized by the Board of Directors in good faith.