Responsibility and Authority of Officers Officer Standards of Conduct. (a) The Officers may exercise only such powers of the Company and do such acts and things as are expressly authorized or delegated by this Agreement, the Partnership Agreement or any Group Member Agreement or by the Board. Notwithstanding any duty (including any fiduciary duty) otherwise existing at law or in equity, any matter approved by the Board in accordance with the provisions, and subject to the limitations, of this Agreement, the Partnership Agreement or any Group Member Agreement, shall not be deemed to be a breach of any duties owed by any Officer to the Company or the Members.
Appears in 5 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Marlin Midstream Partners, LP), Limited Liability Company Agreement (Cypress Energy Partners, L.P.)
Responsibility and Authority of Officers Officer Standards of Conduct. (a) The Officers may exercise only such powers of the Company and do such acts and things as are expressly authorized or delegated by this Agreement, the Partnership Agreement or any Group Member Agreement or by the BoardBoard consistently with this Agreement. Notwithstanding any duty (including any fiduciary duty) otherwise existing at law or in equity, any matter approved by the Board in accordance with the provisions, and subject to the limitations, of this Agreement, the Partnership Agreement or any Group Member Agreement, shall not be deemed to be a breach of any duties owed by any Officer to the Company or the Members.
Appears in 3 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Emerge Energy Services LP), Limited Liability Company Agreement (Emerge Energy Services LP)
