New Hampshire § 304-C:115 Exculpations-in General

New Hampshire Statutes

§ 304-C:115 — Exculpations-in General

New Hampshire § 304-C:115

Title XXVIIIPARTNERSHIPS

Ch. 304-CLIMITED LIABILITY COMPANIES

SubdivisionFiduciary Duties and Related Matters

This text of New Hampshire § 304-C:115 (Exculpations-in General) is published on Counsel Stack Legal Research, covering New Hampshire primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

N.H. Rev. Stat. Ann. § 304-C:115 (2026).

Text

An operating agreement may provide for the limitation or elimination of any and all liabilities for breach of contract and breach of duties, including fiduciary duties, of a member, manager, or other person to a limited liability company or to another member or manager, or to another person that is a party to or is otherwise bound by an operating agreement; provided, that an operating agreement may not limit or eliminate liability for any act or omission that constitutes a violation of the implied contractual covenant of good faith and fair dealing.

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An operating agreement may provide for the limitation or elimination of any and all liabilities for breach of contract and breach of duties, including fiduciary duties, of a member, manager, or other person to a limited liability company or to another member or manager, or to another person that is a party to or is otherwise bound by an operating agreement; provided, that an operating agreement may not limit or eliminate liability for any act or omission that constitutes a violation of the implied contractual covenant of good faith and fair dealing.