TEXAS BUSINESS ORGANIZATIONS CODE
TITLE 3. LIMITED LIABILITY COMPANIES
CHAPTER 101. LIMITED LIABILITY COMPANIES
SUBCHAPTER I. MODIFICATION OF DUTIES; INDEMNIFICATION
Sec. 101.401. EXPANSION OR RESTRICTION OF DUTIES AND LIABILITIES.
The company agreement of a limited liability company may expand or restrict any duties, including fiduciary duties, and related liabilities that a member, manager, officer, or other person has to the company or to a member or manager of the company.
Sec. 101.402. PERMISSIVE INDEMNIFICATION, ADVANCEMENT OF EXPENSES, AND INSURANCE OR OTHER ARRANGEMENTS.
(a) A limited liability company may:
(1) indemnify a person;
(2) pay in advance or reimburse expenses incurred by a person; and
(3) purchase or procure or establish and maintain insurance or another arrangement to indemnify or hold harmless a person.
(b) In this section, “person” includes a member, manager, or officer of a limited liability company or an assignee of a membership interest in the company.









Justin Copeland is a startup lawyer who enjoys representing businesses and individuals in a variety of transactional matters. He can assist you in any stage of the process, from formation, seed and venture financing, franchising, mergers and acquisitions, to business purchase and sales transactions. He also advises clients on a broad range of business matters, including contracts, real estate transactions, employment matters, internet law, and intellectual property (copyrights, trademarks, and trade secrets). His clients include companies in the software, technology, energy, real estate, insurance, healthcare, manufacturing, construction, advertising & marketing, and retail sectors. 

