Common use of Responsibility and Authority of the Board Clause in Contracts

Responsibility and Authority of the Board. Except as otherwise provided in this Agreement, the relative authority, duties and functions of the Board, on the one hand, and the officers of the Company, on the other hand, shall be identical to the relative authority, duties and functions of the board of directors and officers, respectively, of a corporation organized under the General Corporation Law of the State of Delaware. The officers shall be vested with such powers and duties as are set forth in Section 6.1 hereof and as are specified by the Board from time to time. Accordingly, except as otherwise specifically provided in this Agreement, the day-to-day activities of the Company shall be conducted on the Company’s behalf by the officers who shall be agents of the Company. In addition to the powers and authorities expressly conferred on the Board by this Agreement, the Board may exercise all such powers of the Company and do all such acts and things as are not restricted by this Agreement, the Partnership Agreement, the Act or applicable law.

Responsibility and Authority of the Board. Except as otherwise specifically provided in this Agreement or the MLP Agreement, the relative authority, duties authority and functions of the Board, on the one hand, and the officers of the CompanyOfficers, on the other hand, shall be identical to the relative authority, duties authority and functions of the board of directors and officers, respectively, of a corporation organized under the General Corporation Law of the State of Delaware. The officers Officers shall be vested with such powers and duties as are set forth in Section 6.1 hereof and as are specified by the Board from time to time. Accordingly, except as otherwise specifically provided in this Agreement, the day-to-day activities of the Company shall be conducted on the Company’s behalf by the officers Officers who shall be agents of the Company. In addition to the powers and authorities expressly conferred on the Board by this Agreement, the Board may exercise all such powers of the Company and do all such acts and things as are not restricted by this Agreement, the Partnership MLP Agreement, the Act or applicable law.

Responsibility and Authority of the Board. Except as otherwise specifically provided in this Agreement or the MLP Agreement, the relative authority, duties authority and functions of the Board, on the one hand, and the officers of the CompanyOfficers, on the other hand, shall be identical to the relative authority, duties authority and functions of the board of directors and officers, respectively, of a corporation organized under the General Corporation Law of the State of Delaware. The officers Officers shall be vested with such powers and duties as are set forth in Section 6.1 hereof and as are specified by the Board from time to time. Accordingly, except as otherwise specifically provided in this Agreement, the day-to-day activities of the Company shall be conducted on the Company’s behalf by the officers Officers who shall be agents of the Company. BreitBurn GP, LLC Second Amended and Restated Limited Liability Company Agreement In addition to the powers and authorities expressly conferred on the Board by this Agreement, the Board may exercise all such powers of the Company and do all such acts and things as are not restricted by this Agreement, the Partnership MLP Agreement, the Act or applicable law.