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 3.4(b), each Member shall have the right, for a lawful purpose reasonably related to such Member’s Interest as a Member in the Company, upon reasonable written demand containing a statement of such purposes 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 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 agreed value of any other property or services contributed by each Member and 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 and consistent with the stated purposes of the written demand. (b) The Board of Directors may keep confidential from the Members, for such period of time as the Board of Directors determines, (i) any information that the Board of Directors determines to be in the nature of trade secrets or (ii) other information the disclosure of which the Board of Directors determines (A) is not in the best interests of the Company or Linn Energy, (B) could damage the Company or Linn Energy or (C) that the Company or Linn Energy is required by 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 3.4).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.4(b3.9(b), each Member shall have the right, for a lawful purpose reasonably related to such Member’s Member Interest as a Member in the Company, upon reasonable written demand containing a concise statement of such purposes 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 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 agreed value Net Agreed Value of any other property or services contributed Capital Contribution by each Member and 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 and consistent with the stated purposes of the written demand. (b) The Board of Directors Managers may keep confidential from the Members, for such period of time as the Board of Directors Managers determines, (i) any information that the Board of Directors Managers determines to be in the nature of trade secrets or (ii) other information (including the Social Security Number or Tax Identification Number of any Member) the disclosure of which the Board of Directors Managers determines (A) is not in the best interests of the Company or Linn EnergyGroup, (B) could damage the Company or Linn Energy Group or (C) that the Company or Linn Energy any Group Member is required by 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 3.43.9).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.4(b), each Member shall have the right, for a lawful purpose reasonably related to such Member’s Interest as a Member in the Company, upon reasonable written demand containing a concise statement of such purposes 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 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 agreed value Net Agreed Value of any other property or services contributed Capital Contribution by each Member and 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 and consistent with the stated purposes of the written demandreasonable. (b) The Board of Directors may keep confidential from the Members, for such period of time as the Board of Directors determines, (i) any information that the Board of Directors determines to be in the nature of trade secrets or (ii) other information the disclosure of which the Board of Directors determines (A) is not in the best interests of the Company or Linn EnergyGroup, (B) could damage the Company or Linn Energy Group or (C) that the Company or Linn Energy any Group Member is required by law, by the rules of any National Securities Exchange on which any Company Security is listed for trading, 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 3.4).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.4(b), each Member shall have the right, for a lawful purpose reasonably related to such Member’s 's Interest as a 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 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 agreed value Net Agreed Value of any other property or services contributed Capital Contribution by each Member and 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 and consistent with the stated purposes of the written demandreasonable. (b) The Board of Directors may keep confidential from the Members, for such period of time as the Board of Directors determines, (i) any information that the Board of Directors determines to be in the nature of trade secrets or (ii) other information the disclosure of which the Board of Directors determines (A) is not in the best interests of the Company or Linn EnergyGroup, (B) could damage the Company or Linn Energy Group or (C) that the Company or Linn Energy any Group Member is required by law, by the rules of any National Securities Exchange on which any Company Security is listed for trading, 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 3.4).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.4(b3.3(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;; XXXXX LOGISTIC SERVICES, L.L.C. FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (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 copies 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 agreed value of any other property or services contributed Capital Contributions made by each Member and that 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 and consistent with the stated purposes of the written demandreasonable. (b) The Board of Directors Managing Member may keep confidential from the MembersMembers and Assignees, for such period of time as the Board of Directors determinesManaging Member deems reasonable, (i) any information that the Board of Directors determines Managing Member reasonably believes to be in the nature of trade secrets or (ii) other information the disclosure of which the Board of Directors determines Managing Member in good faith believes (A) is not in the best interests of the Company or Linn EnergyGroup, (B) could damage the Company or Linn Energy Group or (C) that the Company or Linn Energy any Group Member is required by law, by the rules of any National Securities Exchange on which any Company Security is listed for trading, 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 3.43.3).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.4(b), each Member shall have the right, for a lawful purpose reasonably related to such Member’s Interest as a Member in the Company, upon reasonable written demand containing a statement of such purposes and at such Member’s own expense:: year; Member; (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;each (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;each (iv) to have furnished to him or her a copy of this Agreement and the Certificate of Formation and all amendments thereto, together with 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 agreed value of any other property or services contributed by each Member and 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 and consistent with the stated purposes of the written demand. (b) The Board of Directors may keep confidential from the Members, for such period of time as the Board of Directors determines, , (i) any information that the Board of Directors determines to be in the nature of trade secrets or (ii) other information the disclosure of which the Board of Directors determines (A) is not in the best interests of the Company or Linn EnergyCheniere Partners, (B) could damage the Company or Linn Energy Cheniere Partners or (C) that the Company or Linn Energy Cheniere Partners is required by 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 3.4). 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 3.4(b), each Member shall have the right, for a lawful purpose reasonably related to such Member’s Member Interest as a Member in the Company, upon reasonable written demand containing a concise statement of such purposes 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 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 agreed value Net Agreed Value of any other property or services contributed Capital Contribution by each Member and 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 and consistent with the stated purposes of the written demand. (b) The Board of Directors may keep confidential from the Members, for such period of time as the Board of Directors determines, (i) Section 3.5 any information that the Board of Directors determines to be in the nature of trade secrets or (ii) Section 3.6 other information the disclosure of which the Board of Directors determines (A) is not in the best interests of the Company or Linn EnergyGroup, (B) could damage the Company or Linn Energy Group or (C) that the Company or Linn Energy any Group Member is required by 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 3.4).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.4(b), each Member shall have the right, for a lawful purpose reasonably related to such Member’s Interest as a Member in the Company, upon reasonable written demand containing a statement of such purposes 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 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 agreed value Net Agreed Value of any other property or services contributed Capital Contribution by each Member and 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 and consistent with the stated purposes of the written demand. (b) The Board of Directors may keep confidential from the Members, for such period of time as the Board of Directors determines, (i) any information that the Board of Directors determines to be in the nature of trade secrets or (ii) other information the disclosure of which the Board of Directors determines (A) is not in the best interests of the Company or Linn EnergyGroup, (B) could damage the Company or Linn Energy Group or (C) that the Company or Linn Energy any Group Member is required by 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 3.4).

Rights of Members. (a) In addition to other rights provided by this Agreement or by applicable law, and except as limited by Section 3.4(b), each Member shall have the right, for a lawful purpose reasonably related to such Member’s 's Interest as a 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 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 agreed value Net Agreed Value of any other property or services contributed Capital Contribution by each Member and 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 and consistent with the stated purposes of the written demandreasonable. (b) The Board of Directors may keep confidential from the Members, for such period of time as the Board of Directors determines, (i) any information that the Board of Directors determines to be in the nature of trade secrets or (ii) other information the disclosure of which the Board of Directors determines (A) is not in the best interests of the Company or Linn EnergyGroup, (B) could damage the Company or Linn Energy Group or (C) that the Company or Linn Energy any Group Member is required by law, by the rules of any National Securities Exchange on which any Company Security is listed for trading, 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 3.4).. 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 3.4(b3.8(b), each Member shall have the right, for a lawful purpose reasonably related to such Member’s Member Interest as a Member in the Company, upon reasonable written demand containing a concise statement of such purposes 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 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 agreed value Net Agreed Value of any other property or services contributed Capital Contribution by each Member and 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 and consistent with the stated purposes of the written demand. (b) The Board of Directors may keep confidential from the Members, for such period of time as the Board of Directors determines, (i) any information that the Board of Directors determines to be in the nature of trade secrets or (ii) other information (including the Social Security Number or Tax Identification Number of any Member) the disclosure of which the Board of Directors determines (A) is not in the best interests of the Company or Linn EnergyGroup, (B) could damage the Company or Linn Energy Group or (C) that the Company or Linn Energy any Group Member is required by 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 3.43.8).