MANAGEMENT AND OPERATION OF Sample Clauses

MANAGEMENT AND OPERATION OF. BUSINESS Section 5.1 Establishment of The Board 6 Section 5.2 The Board; Delegation of Authority and Duties 6 Section 5.3 Term of Office 7 Section 5.4 Meetings of the Board and Committees 7 Section 5.5 Voting 8 Section 5.6 Responsibility and Authority of the Board 8 Section 5.7 Devotion of Time 9 Section 5.8 Certificate of Formation 9 Section 5.9 Benefit Plans 10 Section 5.10 Indemnification 10 Section 5.11 Liability of Indemnitees 11 ARTICLE VI OFFICERS Section 6.1 Officers 11 Section 6.2 Compensation 13 Section 6.3 Reliance by Third Parties 13 Section 7.2 Reports 14 Section 7.3 Bank Accounts 14 Section 7.4 Uniform Commercial Code; Certificates Representing Membership Interests 14 ARTICLE VIII DISSOLUTION AND LIQUIDATION Section 8.1 Dissolution 15 Section 8.2 Effect of Dissolution 15 Section 8.3 Application of Proceeds 15 ARTICLE IX GENERAL PROVISIONS Section 9.1 Addresses and Notices 15 Section 9.2 Creditors 16 Section 9.3 Applicable Law 16 Section 9.4 Invalidity of Provisions 16 ii FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF EXCO PARTNERS GP LP, LLC THIS FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of EXCO PARTNERS GP LP, LLC (the "Company"), dated as of October , 2007 is entered into by EXCO Resources, Inc., a Texas corporation, as sole member of the Company.