Common use of Rights of Members Clause in Contracts

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b), each Member shall have the right, for a purpose reasonably related to such Member's interest as a member in the Company, upon reasonable written demand and at such Member's own expense: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; (ii) promptly after becoming available, to obtain a copy of the Company's federal, state and local income tax returns for each year; (iii) to have furnished to him a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Capital Contributions made by each Member and which each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing Member may keep confidential from the Members and Assignees, for such period of time as the Managing Member deems reasonable, (i) any information that the Managing Member reasonably believes to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member in good faith believes (A) is not in the best interests of the Company Group, (B) could damage the Company Group or (C) that any Group Member is required by law or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.3).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b3.4(b), each Member shall have the right, for a lawful purpose reasonably related to such Member's interest ’s Interest as a member Member in the Company, upon reasonable written demand containing a statement of such purposes and at such Member's ’s own expense: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; (ii) promptly after becoming available, to obtain a copy of the Company's ’s federal, state and local income tax returns for each year; (iii) to have furnished to him or her a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him or her a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy copies of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Capital Contributions made agreed value of any other property or services contributed by each Member and which that each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonablereasonable and consistent with the stated purposes of the written demand. (b) The Managing Member Board of Directors may keep confidential from the Members and AssigneesMembers, for such period of time as the Managing Member deems reasonableBoard of Directors determines, (i) any information that the Managing Member reasonably believes Board of Directors determines to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member in good faith believes Board of Directors determines (A) is not in the best interests of the Company Groupor Cheniere Partners, (B) could damage the Company Group or Cheniere Partners or (C) that any Group Member the Company or Cheniere Partners is required by law law, by the rules of any National Securities Exchange on which any Company Security is listed for trading, or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.33.4). To the fullest extent permitted by law, the rights to information granted to the Members pursuant to Section 3.4(a) and Section 8.3 replace in their entirety any rights to information provided for in Section 18-305(a) of the Delaware Act, and each of the Members, each other Person who acquires an interest in an Interest and each other Person bound by this Agreement hereby agrees to the fullest extent permitted by law that they do not have any rights as Members, interest holders or otherwise to receive any information either pursuant to Sections 18-305(a) of the Delaware Act or otherwise except for the information identified in Section 3.4(a) and Section 8.3.

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b3.4(b), each Member shall have the right, for a lawful purpose reasonably related to such Member's interest ’s Interest as a member Member in the Company, upon reasonable written demand containing a concise statement of such purposes and at such Member's ’s own expense: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; (ii) promptly after becoming available, to obtain a copy of the Company's ’s federal, state and local income tax returns for each year; (iii) to have furnished to him a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy copies of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Net Agreed Value of any other Capital Contributions made Contribution by each Member and which that each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonablereasonable and consistent with the stated purposes of the written demand. (b) The Managing Member Board of Directors may keep confidential from the Members and AssigneesMembers, for such period of time as the Managing Member deems reasonableBoard of Directors determines, (i) any information that the Managing Member reasonably believes Board of Directors determines to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member in good faith believes Board of Directors determines (A) is not in the best interests of the Company Group, (B) could damage the Company Group or (C) that any Group Member is required by law law, by the rules of any National Securities Exchange on which any Company Security is listed for trading, or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.33.4).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b3.4(b), each Member shall have the right, for a lawful purpose reasonably related to such Member's interest ’s Member Interest as a member Member in the Company, upon reasonable written demand containing a concise statement of such purposes and at such Member's ’s own expense: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; (ii) promptly after becoming available, to obtain a copy of the Company's ’s federal, state and local income tax returns for each year; (iii) to have furnished to him a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy copies of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Net Agreed Value of any other Capital Contributions made Contribution by each Member and which that each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonablereasonable and consistent with the stated purposes of the written demand. (b) The Managing Member Board of Directors may keep confidential from the Members and AssigneesMembers, for such period of time as the Managing Member deems reasonableBoard of Directors determines, (i) any information that the Managing Member reasonably believes Board of Directors determines to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member in good faith believes Board of Directors determines (A) is not in the best interests of the Company Group, (B) could damage the Company Group or (C) that any Group Member is required by law law, by the rules of any National Securities Exchange on which any Company Security is listed for trading, or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.33.4).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b), each Each Member shall have the right, for a purpose that is reasonably related related, as determined by the Board of Directors in its discretion, to such Member's ’s interest as a member Member in the Company, upon reasonable written demand stating the purpose of such demand and at such Member's ’s own expense:, to obtain the following documents (which shall be deemed satisfied by virtue of the Company publicly filing such documents via XXXXX): (i) the Company’s most recent annual report and any subsequent quarterly or periodic reports required to obtain true and full information regarding be filed with the status Commission pursuant to Section 13(a) of the business and financial condition of the CompanySecurities Exchange Act; (ii) promptly after becoming available, to obtain a copy of other publicly available documents that the Company's federal, state and local income tax returns for each year;Company has filed with or furnished to the Commission; and (iii) to have furnished to him a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy copies of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Capital Contributions made by each Member and which each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing rights pursuant to Section 3.7(a) replace in their entirety any rights to information provided for in Section 18-305 of the Act. Each of the Members, each other Person who acquires an interest in a Share and each other Person bound by this Agreement hereby agrees to the fullest extent permitted by Law that such Person does not have any rights as a Member to receive any information either pursuant to Section 18-305 of the Act or otherwise except for the information identified in Section 3.7(a). (c) The Company may keep confidential from the Members and AssigneesMembers, for such period of time as the Managing Member Board of Directors deems reasonable, (i) any information that the Managing Member Board of Directors reasonably believes to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member in good faith Board of Directors believes (A) is not in the best interests of the Company Group, (B) could damage the Company Group or its business or (C) that any Group Member is required by law Law or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.33.7).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b), each Each Member shall have the right, for a purpose that is reasonably related related, as determined by the Board of Directors, to such Member's ’s interest as a member Member in the Company, upon reasonable written demand stating the purpose of such demand and at such Member's ’s own expense:, to obtain the following documents (which shall be deemed satisfied by virtue of the Company publicly filing such documents via XXXXX): (i) the Company’s most recent annual report and any subsequent quarterly or periodic reports required to obtain true and full information regarding be filed with the status Commission pursuant to Section 13 of the business and financial condition of the CompanySecurities Exchange Act; (ii) promptly after becoming available, to obtain a copy of other publicly available documents that the Company's federal, state and local income tax returns for each year;Company has filed with the Commission; and (iii) to have furnished to him a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy copies of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Capital Contributions made by each Member and which each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing Member rights pursuant to Section 3.7(a) replace in their entirety any rights to information provided for in Section 18-305 of the Delaware Act and each of the Members, each other Person who acquires an interest in a Share and each other Person bound by this Agreement hereby agrees to the fullest extent permitted by law that they do not have any rights as Members to receive any information either pursuant to Section 18-305 of the Delaware Act or otherwise except for the information identified in Section 3.7(a). (c) The Company may keep confidential from the Members and AssigneesMembers, for such period of time as the Managing Member Board of Directors deems reasonable, (i) any information that the Managing Member Board of Directors reasonably believes to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member in good faith Board of Directors believes (A) is not in the best interests of the Company Group, (B) could damage the Company Group or its business or (C) that any Group Member is required by law or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.33.7).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b), each Member shall have the right, for a purpose reasonably related to such Member's ’s interest as a member in the Company, upon reasonable written demand and at such Member's ’s own expense: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; (ii) promptly after becoming available, to obtain a copy of the Company's ’s federal, state and local income tax returns for each year; (iii) to have furnished to him a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Capital Contributions made by each Member and which each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing Member may keep confidential from the Members and Assignees, for such period of time as the Managing Member deems reasonable, (i) any information that the Managing Member reasonably believes to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member in good faith believes (A) is not in the best interests of the Company Group, (B) could damage the Company Group or (C) that any Group Member is required by law or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.3).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b), each Member shall have the right, for a purpose reasonably related to such Member's ’s interest as a member in the Company, upon reasonable written demand and at such Member's ’s own expense: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; (ii) promptly after becoming available, to obtain a copy of the Company's ’s federal, state and local income tax returns for each year; (iii) to have furnished to him it a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him it a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Capital Contributions made by each Member and which each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing Member Company Board may keep confidential from the Members and Assignees, for such period of time as the Managing Member Company Board deems reasonable, (i) any information that the Managing Member Company Board reasonably believes to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member Company Board in good faith believes (A) is not in the best interests of the Company Group, (B) could damage the Company Group or the MLP and its Subsidiaries or (C) that any Group Member is required by law or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.3).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b), each Member shall have the right, for a purpose reasonably related to such Member's interest as a member in the Company, upon reasonable written demand and at such Member's own expense: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; (ii) promptly after becoming available, to obtain a copy of the Company's federal, state and local income tax returns for each year; (iii) to have furnished to him it a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him it a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Capital Contributions made by each Member and which each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing Member Company Board may keep confidential from the Members and Assignees, for such period of time as the Managing Member Company Board deems reasonable, (i) any information that the Managing Member Company Board reasonably believes to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member Company Board in good faith believes (A) is not in the best interests of the Company Group, (B) could damage the Company Group or the MLP and its Subsidiaries or (C) that any Group Member is required by law or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.3).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b)non-waived provisions of the Xxxxxxxx Islands Act, each Member shall have the right, for a purpose reasonably related to such Member's ’s interest as a member Member in the Company, upon reasonable written demand stating the purpose of such demand, and at such Member's ’s own expense, to: (i) to obtain true from the Company either (A) the Company’s most recent filings with the Commission on Form 10-K and full information regarding any subsequent filings on Form 10-Q and 8-K or (B) if the status Company is no longer subject to the reporting requirements of the business Exchange Act, the information specified in, and financial condition meeting the requirements of, Rule 144A(d)(4) under the Securities Act or any successor or similar rule or regulation under the Securities Act (provided that the foregoing materials shall be deemed to be available to a Member in satisfaction of the requirements of this Section 3.4(a)(i) if posted on or accessible through the Company’s or the Commission’s website); (ii) promptly after becoming available, to obtain a copy of the Company's federal, state and local income tax returns for each year; (iii) to have furnished to him a current list of the name and last known business, residence or mailing address of each Member;; and (iviii) to have furnished to him obtain a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Capital Contributions made by each Member and which each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing Member Board of Directors may keep confidential from the Members and AssigneesMembers, other than the Transocean Member or its Affiliates, for such period of time as the Managing Member Board of Directors deems reasonable, (i) any information that the Managing Member Board of Directors reasonably believes to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member Board of Directors in good faith believes (A) is not in the best interests of the Company Group, (B) could damage the Company Group or its business or (C) that any Group Member is required by law or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.33.4).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b), each Member shall have the right, for a purpose reasonably related to such Member's interest as a member in the Company, upon reasonable written demand and at such Member's own expense: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; (ii) promptly after their becoming available, to obtain a copy of the Company's federal, state and local income tax returns for each year; (iii) to have furnished to him it a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him it a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Net Agreed Value of any other Capital Contributions made Contribution by each Member and which each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing Member Manager may keep confidential from the Members and AssigneesMembers, for such period of time as the Managing Member Manager deems reasonable, (i) any information that the Managing Member Manager reasonably believes to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member Manager in good faith believes (A) is not in the best interests of the Company Group, (B) could damage the Company Group Group, or (C) that any Group Member is required by law or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.3).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b), each Member shall have the right, for a purpose reasonably related to such Member's interest as a member in the Company, upon reasonable written demand and at such Member's own expense: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; (ii) promptly after becoming available, to obtain a copy of the Company's federal, state and local income tax returns for each year; (iii) to have furnished to him a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Net Agreed Value of any other Capital Contributions made Contribution by each Member and which each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing Member Manager may keep confidential from the Members and AssigneesMembers, for such period of time as the Managing Member Manager deems reasonable, (i) any information that the Managing Member Manager reasonably believes to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member Manager in good faith believes (A) is not in the best interests of the Company Group, (B) could damage the Company Group or (C) that any Group Member is required by law or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.3).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b3.4(b), each Member shall have the right, for a lawful purpose reasonably related to such Member's interest ’s Interest as a member Member in the Company, upon reasonable written demand containing a statement of such purposes and at such Member's ’s own expense: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; (ii) promptly after becoming available, to obtain a copy of the Company's ’s federal, state and local income tax returns for each year; (iii) to have furnished to him a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy copies of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Capital Contributions made agreed value of any other property or services contributed by each Member and which that each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonablereasonable and consistent with the stated purposes of the written demand. (b) The Managing Member Board of Directors may keep confidential from the Members and AssigneesMembers, for such period of time as the Managing Member deems reasonableBoard of Directors determines, (i) any information that the Managing Member reasonably believes Board of Directors determines to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member in good faith believes Board of Directors determines (A) is not in the best interests of the Company Groupor Linn Energy, (B) could damage the Company Group or Linn Energy or (C) that any Group Member the Company or Linn Energy is required by law law, by the rules of any National Securities Exchange on which any Company Security is listed for trading, or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.33.4).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b3.4(b), each Member shall have the right, for a purpose reasonably related to such Member's interest Interest as a member Member in the Company, upon reasonable written demand and at such Member's own expense: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; (ii) promptly after becoming available, to obtain a copy of the Company's federal, state and local income tax returns for each year; (iii) to have furnished to him a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy copies of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Net Agreed Value of any other Capital Contributions made Contribution by each Member and which that each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing Member Board of Directors may keep confidential from the Members and AssigneesMembers, for such period of time as the Managing Member deems reasonableBoard of Directors determines, (i) any information that the Managing Member reasonably believes Board of Directors determines to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member in good faith believes Board of Directors determines (A) is not in the best interests of the Company Group, (B) could damage the Company Group or (C) that any Group Member is required by law or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.33.4).. ARTICLE IV

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b3.4(b), each Member shall have the right, for a purpose reasonably related related, as determined by the Board of Directors (such determination being a Non-Delegated Duty), to such Member's ’s interest as a member Member in the Company, upon reasonable written demand stating the purpose of such demand and at such Member's ’s own expense: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; provided, however, that the requirements of this Section 3.4(a)(i) shall be satisfied by furnishing to a Member upon its demand pursuant to this Section 3.4(a)(i) either (A) the Company’s (or any predecessor thereof) most recent filings with the Commission on Form 10-K and any subsequent filings on Forms 10-Q and 8-K or (B) if the Company is not then subject to the reporting requirements of the Exchange Act, the information specified in, and meeting the requirements of, Rule 144A(d)(4) under the Securities Act; (ii) promptly after becoming available, to obtain a copy of the Company's federal, state and local income tax returns for each year[Intentionally omitted.]; (iii) to have furnished to him obtain a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him obtain a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Capital Contributions made by each Member and which each Member has agreed to contribute in the future, and the date on which each became a Member[Intentionally omitted.]; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing Member Notwithstanding any other provision of this Agreement, the Board of Directors may keep confidential from the Members and AssigneesMembers, for such period of time as the Managing Member deems reasonableBoard of Directors determines, (i) any information that the Managing Member Board of Directors reasonably believes to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member in good faith Board of Directors believes (A) is not in the best interests of the Company or the Company Group, (B) could damage the Company or the Company Group or their respective businesses or (C) that any Group Member is required by law or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.33.4), with each determination in this Section 3.4(b) being a Non-Delegated Duty. (c) Notwithstanding anything in this Agreement to the contrary other than Section 7.4(c) below, to the fullest extent permitted by law, the Members, in their capacity as Members, shall have no duty or obligation in respect of any determination related to the voting or transfer of Outstanding Common Shares by such Member and each Member may act in its sole discretion, free of any duty or obligation whatsoever to the Company or any other Member and, in so acting, to the fullest extent permitted by law, shall not be required to act in good faith or pursuant to any other standard imposed by this Agreement, any other agreement contemplated hereby or under the Delaware Act or any other law, rule or regulation or at equity.

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b), each Each Member shall have the right, for a purpose reasonably related related, as determined by the Board, to such Member's ’s interest as a member Member in the Company, upon reasonable written demand stating the purpose of such demand and at such Member's ’s own expense, to obtain: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; (ii) promptly after becoming available, to obtain a copy of the Company's ’s U.S. federal, state and local income tax returns for each any of the six years preceding such Member’s written demand; provided that such Member was a Member during any part of such year;; and (iiiii) to have furnished to him a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him a copy of this Agreement and the Certificate of Formation and all amendments hereto and thereto, together with a copy of the executed copies of all any powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments hereto and thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Capital Contributions made by each Member and which each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing Member Subject to Section 4.3, the rights to information granted to the Members pursuant to Section 3.2(a) replace in their entirety any rights to information provided for in §18-305(a) of the Act and each of the Members and each other Person who acquires an interest in a Unit hereby agrees to the fullest extent permitted by applicable law that they do not have any rights as Members to receive any information either pursuant to §18-305(a) of the Act or otherwise, except for the information identified in Section 3.2(a). (c) Subject to Section 4.3, the Company may keep confidential from the Members and AssigneesMembers, for such period of time as the Managing Member Company deems reasonable, (i) any information that the Managing Member reasonably believes to be Company determines, in its sole discretion, is in the nature of confidential information or a trade secrets secret, or (ii) other information the disclosure of which the Managing Member Company determines, in good faith believes its sole discretion, (A) is not in the best interests of any member of the Company GroupGroup or their respective Affiliates, (B) could damage a member of the Company Group Group, their respective Affiliates or businesses, or (C) that any member of the Company Group Member or their respective Affiliates is required by applicable law or regulation or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.33.2). (d) Notwithstanding any other provision of this Agreement or §18-305 of the Act, each of the Members, each other Person who acquires an interest in a Unit and each other Person bound by this Agreement hereby agrees to the fullest extent permitted by applicable law that they do not have rights to receive information from the Company or any Indemnitee for the purpose of determining whether to pursue any arbitration or litigation or assist in any pending arbitration or litigation against any member of the Company, their respective Affiliates or any Indemnitee relating to the affairs of any member of the Company Group or their respective Affiliates except pursuant to the applicable rules of discovery relating to an arbitration or litigation commenced by such Person.

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b), each Member shall have the right, for a purpose reasonably related to such Member's interest as a member in the Company, upon reasonable written demand and at such Member's own expense: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; (ii) promptly after becoming available, to obtain a copy of the Company's federal, state and local income tax returns for each year; (iii) to have furnished to him a current list of the name and last known business, residence or mailing address of each Member;; HEP LOGISTICS GP, L.L.C. FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (iv) to have furnished to him a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Capital Contributions made by each Member and which each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing Member may keep confidential from the Members and Assignees, for such period of time as the Managing Member deems reasonable, (i) any information that the Managing Member reasonably believes to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member in good faith believes (A) is not in the best interests of the Company Group, (B) could damage the Company Group or (C) that any Group Member is required by law or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.3).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b), each Each Member shall have the right, for a purpose reasonably related related, as determined by the Board, to such Member's ’s interest as a member Member in the Company, upon reasonable written demand stating the purpose of such demand and at such Member's ’s own expense, to obtain: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; (ii) promptly after becoming available, to obtain a copy of the Company's ’s U.S. federal, state and local income tax returns for each any of the six years preceding such Member’s written demand; provided that such Member was a Member during any part of such year;; and (iiiii) to have furnished to him a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him a copy of this Agreement and the Certificate of Formation and all amendments hereto and thereto, together with a copy of the executed copies of all any powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments hereto and thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Capital Contributions made by each Member and which each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing Member Subject to Section 4.3, the rights to information granted to the Members pursuant to Section 3.2(a) replace in their entirety any rights to information provided for in §18-305(a) of the Act and each of the Members and each other Person who acquires an interest in a Unit hereby agrees to the fullest extent permitted by applicable law that they do not have any rights as Members to receive any information either pursuant to §18-305(a) of the Act or otherwise, except for the information identified in Section 3.2(a). (c) Subject to Section 4.3, the Company may keep confidential from the Members and AssigneesMembers, for such period of time as the Managing Member Company deems reasonable, (i) any information that the Managing Member reasonably believes to be Company determines, in its sole discretion, is in the nature of confidential information or a trade secrets secret, or (ii) other information the disclosure of which the Managing Member Company determines, in good faith believes its sole discretion, (A) is not in the best interests of any member of the Company GroupGroup or their respective Affiliates, (B) could damage a member of the Company Group Group, their respective Affiliates or businesses, or (C) that any member of the Company Group Member or their respective Affiliates is required by applicable law or regulation or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.33.2). (d) Notwithstanding any other provision of this Agreement or §18-305 of the Act, each of the Members, each other Person who acquires an interest in a Unit and each other Person bound by this Agreement hereby agrees to the fullest extent permitted by applicable law that they do not have rights to receive information from the Company or any Indemnitee for the purpose of determining whether to pursue any arbitration or litigation or assist in any pending arbitration or litigation against any member of the Company Group, their respective Affiliates or any Indemnitee relating to the affairs of any member of the Company Group or their respective Affiliates except pursuant to the applicable rules of discovery relating to an arbitration or litigation commenced by such Person.

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b), each Member shall have the right, for a purpose reasonably related to such Member's interest as a member in the Company, upon reasonable written demand and at such Member's own expense: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; (ii) promptly after becoming available, to obtain a copy of the Company's federal, state and local income tax returns for each year; (iii) to have furnished to him a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Capital Contributions made by each Member and which each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing Member Board of Directors may keep confidential from the Members and Assignees, for such period of time as the Managing Member Board of Directors deems reasonable, (i) any information that the Managing Member Board of Directors reasonably believes to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member Board of Directors in good faith believes (A) is not in the best interests of the Company Group, (B) could damage the Company Group or (C) that any Group Member is required by law or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.3).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b3.4(b), each Member shall have the right, for a purpose reasonably related to such Member's interest Interest as a member Member in the Company, upon reasonable written demand and at such Member's own expense: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; (ii) promptly after becoming available, to obtain a copy of the Company's federal, state and local income tax returns for each year; (iii) to have furnished to him a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy copies of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Net Agreed Value of any other Capital Contributions made Contribution by each Member and which that each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing Member Board of Directors may keep confidential from the Members and AssigneesMembers, for such period of time as the Managing Member deems reasonableBoard of Directors determines, (i) any information that the Managing Member reasonably believes Board of Directors determines to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member in good faith believes Board of Directors determines (A) is not in the best interests of the Company Group, (B) could damage the Company Group or (C) that any Group Member is required by law or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.33.4).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b3.4(b), each Member shall have the right, for a purpose reasonably related related, as determined by the Board of Directors, to such Member's ’s interest as a member Member in the Company, upon reasonable written demand stating the purpose of such demand and at such Member's ’s own expense: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; provided, however, that the requirements of this Section 3.4(a)(i) shall be satisfied by furnishing to a Member upon its demand pursuant to this Section 3.4(a)(i) either (A) the Company’s most recent filings with the Commission on Form 10-K and any subsequent filings on Form 10-Q and 8-K or (B) if the Company is no longer subject to the reporting requirements of the Exchange Act, the information specified in, and meeting the requirements of, Rule 144A(d)(4) under the Securities Act; (ii) promptly after its becoming available, to obtain a copy of the Company's ’s federal, state and local income tax returns for each year; (iii) to have furnished to him obtain a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him obtain a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Net Agreed Value of any other Capital Contributions made Contribution by each Member and which that each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing Member Notwithstanding any other provision of this Agreement, the Board of Directors may keep confidential from the Members and AssigneesMembers, for such period of time as the Managing Member deems reasonableBoard of Directors determines, (i) any information that the Managing Member Board of Directors reasonably believes to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member in good faith Board of Directors believes (A) is not in the best interests of the Company or the Company Group, (B) could damage the Company or the Company Group or their respective businesses or (C) that any Group Member is required by law or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.33.4).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b3.4(b), each Member shall have the right, for a lawful purpose reasonably related to such Member's interest ’s Interest as a member Member in the Company, upon reasonable written demand containing a statement of such purposes and at such Member's ’s own expense: (i) to obtain true and full information regarding the status of the business and financial condition of the Company; (ii) promptly after becoming available, to obtain a copy of the Company's ’s federal, state and local income tax returns for each year; (iii) to have furnished to him a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy copies of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Capital Contributions made agreed value of any other property or services contributed by each Member and which that each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonablereasonable and consistent with the stated purposes of the written demand. (b) The Managing Member Board of Directors may keep confidential from the Members and AssigneesMembers, for such period of time as the Managing Member deems reasonableBoard of Directors determines, (i) any information that the Managing Member reasonably believes Board of Directors determines to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member in good faith believes Board of Directors determines (A) is not in the best interests of the Company Groupor Cheniere Partners, (B) could damage the Company Group or Cheniere Partners or (C) that any Group Member the Company or Cheniere Partners is required by law law, by the rules of any National Securities Exchange on which any Company Security is listed for trading, or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.33.4). To the fullest extent permitted by law, the rights to information granted to the Members pursuant to Section 3.4(a) and Section 8.3 replace in their entirety any rights to information provided for in Section 18-305(a) of the Delaware Act, and each of the Members, each other Person who acquires an interest in an Interest and each other Person bound by this Agreement hereby agrees to the fullest extent permitted by law that they do not have any rights as Members, interest holders or otherwise to receive any information either pursuant to Sections 18-305(a) of the Delaware Act or otherwise except for the information identified in Section 3.4(a) and Section 8.3.

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.3(b), each Each Member shall have the right, for a purpose that is reasonably related related, as determined by the Board of Directors, to such Member's ’s interest as a member Member in the Company, upon reasonable written demand stating the purpose of such demand and at such Member's ’s own expense:, to obtain the following documents (which shall be deemed satisfied by virtue of the Company publicly filing such documents via EXXXX): (i) the Company’s most recent annual report and any subsequent quarterly or periodic reports required to obtain true and full information regarding be filed with the status Commission pursuant to Section 13 of the business and financial condition of the CompanySecurities Exchange Act; (ii) promptly after becoming available, to obtain a copy of other publicly available documents that the Company's federal, state and local income tax returns for each year;Company has filed with the Commission; and (iii) to have furnished to him a current list of the name and last known business, residence or mailing address of each Member; (iv) to have furnished to him a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with a copy copies of the executed copies of all powers of attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed; (v) to obtain true and full information regarding the amount of cash and a description and statement of the Capital Contributions made by each Member and which each Member has agreed to contribute in the future, and the date on which each became a Member; and (vi) to obtain such other information regarding the affairs of the Company as is just and reasonable. (b) The Managing Member rights pursuant to Section 3.7(a) replace in their entirety any rights to information provided for in Section 18-305 of the Delaware Act and each of the Members, each other Person who acquires an interest in a Share and each other Person bound by this Agreement hereby agrees to the fullest extent permitted by law that they do not have any rights as Members to receive any information either pursuant to Section 18-305 of the Delaware Act or otherwise except for the information identified in Section 3.7(a). (c) The Company may keep confidential from the Members and AssigneesMembers, for such period of time as the Managing Member Board of Directors deems reasonable, (i) any information that the Managing Member Board of Directors reasonably believes to be in the nature of trade secrets or (ii) other information the disclosure of which the Managing Member in good faith Board of Directors believes (A) is not in the best interests of the Company Group, (B) could damage the Company Group or its business or (C) that any Group Member is required by law or by agreement with any third party to keep confidential (other than agreements with Affiliates of the Company the primary purpose of which is to circumvent the obligations set forth in this Section 3.33.7).