Common use of Rights and Duties of Members Clause in Contracts

Rights and Duties of Members. (a) The rights, duties and obligations of the Members shall be as set forth in this Agreement and neither Member or its Affiliates shall be liable to the other Member or its Affiliates in connection with the formation, operation or dissolution of the Company, except as specifically provided by this Agreement. Without limiting the foregoing, the parties specifically acknowledge and agree that neither Member shall have any fiduciary duty to the other Member whether under the Delaware Act, whether implied in law, or otherwise implied by the terms of this Agreement. Neither Member nor its Affiliates shall assert in any litigation, controversy or proceeding a position contrary to the foregoing or to the waivers and limitations otherwise set forth in this Agreement. The Members intend that this Section 6.2 shall be given the maximum effect permitted under applicable law, including under Section 18-1101 of the Delaware Act. (b) Notwithstanding the foregoing, the Agreement shall be without prejudice to the rights, duties and obligations of the Members and their Affiliates under the Ancillary Agreements and any other agreements between the Members and their respective Affiliates.