Duty to Company. (a) the Members recognize that the Day-to-Day Manager and each of the Members and their Principals and each of their respective officers, directors, shareholders, members, partners, employees and Affiliates have or may have in the future other business interests, activities and investments, some of which may be in conflict with the business of the Company, and that the Manager and each of the Members and their Principals and each of their respective officers, directors, shareholders, members, partners, employees and Affiliates are entitled to carry on such other business interests, activities and investments. Each Manager and each of the Members and their Principals and each of their respective officers, directors, shareholders, members, partners, employees and Affiliates may engage in or possess an interest in any business or venture of any kind, independently or with others, on their own behalf or on behalf of other entities or persons with which the Manager or any of the Members is affiliated or otherwise. The Manager and the Members and their Principals and each of their and their respective officers, directors, shareholders, members, partners, employees and Affiliates may engage in such activities, whether or not competitive with the Company, without any obligation to offer any interest in such activities to the Company or to the other Members. Neither the Company nor any Member nor any Manager shall have any right, by virtue of this Agreement, in or to any other activities of any of the Manager or Members their Principals and each of their and their respective officers, directors, shareholders, members, partners, or employees and Affiliates or the income or profits derived therefrom, and the pursuit of such activities, even if competitive with the business of the Company, shall not be deemed wrongful or improper. Notwithstanding the foregoing, so long as the Company owns any portion of the T-9 Project which is not fully developed, each Member and each Day-to-Day Manager hereby agrees and covenants to the Company and each of the other Members that so long as he or it is a Member or Day-to-Day Manager of the Company he or it will not undertake to develop or assist any other Person in developing any property within the River District area of Sacramento as shown in Schedule C, directly or indirectly, unless agreed to in advance in writing by the Board; and he or it will not, without in each case having obtained the prior written consent of the Board, ren...
Duty to Company. The Voting Trustees shall exercise their voting power and other powers in respect of the control of management of the Company in a manner that is in the best interests of the Company.
Duty to Company. The Managers shall not be required to manage the Company as their sole and exclusive function and they may have other business interests and may engage in other activities in addition to those relating to the Company.
Duty to Company. Subject to the terms of this Agreement, the Members may have other business interests and may engage in other activities in addition to those relating to the Company. Neither the Company nor any Member shall have any right, by virtue of this Agreement, to share or participate in such other investments or activities of the Members or to the income or proceeds derived therefrom.
Duty to Company. The Director represents and warrants that the Director will devote his best efforts to the needs of the Company, and shall not allow his other business activities to materially interfere with his duties to the Company
Duty to Company. (a) The members of the Board shall not be required to manage the Company as their sole and exclusive function, but may have other business interests and may engage in other activities in addition to those relating to the Company. Neither the Company nor any Member shall have any right, by virtue of this Agreement, to share or participate in any other investments or activities of the members of the Board and the Members or to the income or proceeds derived therefrom. The members of the Board and the Members shall incur no liability to the Company or to any of the Members as a result of engaging in any other business or venture.
Duty to Company. A Board Member must comply with generally accepted standards of conduct when acting as a Board Member. At a minimum the Board Members of this Company must act in good faith, with the care an ordinarily prudent person in a like position would exercise under similar circumstances, and in a manner he reasonably believes to be in or at least not opposed to the best interests of the Company.
