Common use of Duty and Responsibility Clause in Contracts

Duty and Responsibility. The Manager shall have the duty, responsibility, power and authority to manage and administer the day-to-day business and affairs of the Company and the Projects in order to implement the Company Plans and the other decisions of the Management Committee. Without the further approval of the Management Committee, the Manager shall have the authority to cause the Company to acquire and sell assets, incur and/or retire debt, enter into agreements, undertake activities and incur costs and expenditures in compliance with, but only in compliance with, the then applicable Acquisition Process, Investment Guidelines, Company Plans and the other provisions of this Agreement. The Manager shall regularly report to the Management Committee as to the status of and compliance with the Company Plans as well as the other business and affairs of the Company and the Projects. Operator acknowledges that it is a fiduciary under this Agreement, and as a fiduciary Operator shall discharge each of its duties, obligations and liabilities and exercise each of its powers and authority, including without limitation Operator’s duties, obligations, liabilities, powers and authority as Manager, with Due Care.

Duty and Responsibility. The Manager shall have the duty, responsibility, power and authority to manage and administer the day-to-day business and affairs of the Company and the Projects in order to implement the Company Plans and the other decisions of the Management Committee. Without the further approval of the Management Committee, the Manager shall have the authority to cause the Company to acquire and sell assets, incur and/or retire debt, enter into agreements, undertake activities and incur costs and expenditures in compliance with, but only in compliance with, the then applicable Acquisition Process, Investment Guidelines, Company Plans and the other provisions of this Agreement. The Manager shall regularly report to the Management Committee as to the status of and compliance with the Company Plans as well as the other business and affairs of the Company and the Projects. Operator acknowledges that it is a fiduciary under this Agreement, and as a fiduciary Operator shall discharge each of its duties, obligations and liabilities and exercise each of its powers and authority, including without limitation Operator’s duties, obligations, liabilities, powers and authority as Manager, with Due Care.