Liabilities and Duties of Covered Persons. (a) This Agreement is not intended to, and does not, create or impose any fiduciary duty on any Covered Person. Furthermore, each of the Members and the Company hereby waives any and all fiduciary duties that, absent such waiver, may be implied by Applicable Law, and in doing so, acknowledges and agrees that the duties and obligations of each Covered Person to each other and to the Company are only as expressly set forth in 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 Members to replace such other duties and liabilities of such Covered Person.
Appears in 3 contracts
Samples: Operating Agreement (Singing Machine Co Inc), Limited Liability Company Agreement (iMedia Brands, Inc.), Limited Liability Company Operating Agreement (Arcadia Biosciences, Inc.)
Liabilities and Duties of Covered Persons. (a) This Agreement is not intended to, and does not, create or impose any fiduciary duty on any Covered Person. Furthermore, each of the Members Interest Holders and the Company hereby waives any and all fiduciary duties that, absent such waiver, may be implied by Applicable Lawapplicable law, and in doing so, acknowledges and agrees that the duties and obligations obligation of each Covered Person to each other and to the Company are only as expressly set forth in 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 Members Interest Holders to replace such other duties and liabilities of such Covered Person.
Appears in 1 contract
Samples: Operating Agreement
Liabilities and Duties of Covered Persons. (a) 11.2.1 This Agreement is not intended to, and does not, create or impose any fiduciary duty on any Covered Person. Furthermore, each of the Members and the Company hereby waives any and all fiduciary duties that, absent such waiver, may be implied by Applicable Lawapplicable law, and in doing so, acknowledges and agrees that the duties and obligations of each Covered Person to each other and to the Company are only as expressly set forth in 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 Members to replace such other duties and liabilities of such Covered Person.
Appears in 1 contract
Samples: Limited Liability Company Agreement (A-Mark Precious Metals, Inc.)
Liabilities and Duties of Covered Persons. (a) This Agreement is not intended to, and does not, create or impose any fiduciary duty on any Covered Person. Furthermore, each of the Members and the Company hereby waives any and all fiduciary duties that, absent such waiver, may be implied by Applicable Lawapplicable law, and in doing so, acknowledges and agrees that the duties and obligations of each Covered Person to each other and to the Company are only as expressly set forth in this Agreement, including, in the case of Directors, the Director Agreements. The provisions of this Agreement, including any Director Agreements, 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 Members to replace such other duties and liabilities of such Covered Person.
Appears in 1 contract
Samples: Limited Liability Company Agreement
Liabilities and Duties of Covered Persons. (ai) This Agreement is not intended to, and does not, create or impose any fiduciary duty on any Covered Person. Furthermore, each of the Members and the Company hereby waives any and all fiduciary duties that, absent such waiver, may be implied by Applicable Law, and in doing so, acknowledges and agrees that the duties and obligations obligation of each Covered Person to each other and to the Company are only as expressly set forth in 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 Members to replace such other duties and liabilities of such Covered Person.
Appears in 1 contract
Samples: Operating Agreement (CERES Coin LLC)
Liabilities and Duties of Covered Persons. (a) This Agreement is not intended to, and does not, create or impose any fiduciary duty on any Covered Person. Furthermore, each of the Members and the Company hereby waives any and all fiduciary duties that, absent such waiver, may be implied by Applicable Lawapplicable law, and in doing so, acknowledges and agrees that the duties and obligations obligation of each Covered Person to each other and to the Company are only as expressly set forth in 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 Members to replace such other duties and liabilities of such Covered Person.
Appears in 1 contract
Samples: Operating Agreement (Propell Technologies Group, Inc.)
Liabilities and Duties of Covered Persons. (a) This Agreement is not intended to, and does not, create or impose any fiduciary duty on any Covered Person. Furthermore, each of the Members and the Company hereby waives any and all fiduciary duties that, absent such waiver, may be implied by Applicable LawLaw and, and in doing so, acknowledges and agrees that the duties and obligations of each Covered Person to each other and to the Company are only as expressly set forth in 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 Members to replace such other duties and liabilities of such Covered Person.
Appears in 1 contract
Samples: Limited Liability Company Agreement (ATN International, Inc.)
Liabilities and Duties of Covered Persons. (a) This Agreement is not intended to, and does not, create or impose any fiduciary duty on any Covered PersonPerson in excess of that required by the Act. Furthermore, each of the Members and the Company hereby waives any and all fiduciary duties that, absent such waiver, may be implied by Applicable LawLaw (with the exception of Covered Person’s fiduciary obligations owed pursuant to the Act), and in doing so, acknowledges and agrees that the duties and obligations obligation of each Covered Person to each other and to the Company are only as expressly set forth in 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 Members to replace such other duties and liabilities of such Covered Person.
Appears in 1 contract
Samples: Limited Liability Company Agreement
Liabilities and Duties of Covered Persons. (a) This Agreement is not intended to, and does not, create or impose any fiduciary duty on any Covered Person. Furthermore, each of the Members and the Company hereby waives any and all fiduciary duties that, absent such waiver, may be implied by Applicable Lawapplicable Laws, and in doing so, acknowledges and agrees that the duties and obligations of each Covered Person to each other and to the Company are only as expressly set forth in 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 Members to replace such other duties and liabilities of such Covered Person.
Appears in 1 contract