Limited Liability Except as otherwise provided by the Act, the debts, obligations and liabilities of the Company, whether arising in contract, tort or otherwise, shall be solely the debts, obligations and liabilities of the Company, and the Member shall not be obligated personally for any such debt, obligation or liability of the Company solely by reason of being a member of the Company.
Limited Liability Company Agreement The Member hereby states that except as otherwise provided by the Act or the Certificate of Formation, the Company shall be operated subject to the terms and conditions of this Agreement.
Amendment of Limited Liability Company Agreement (a) Except as otherwise provided in this Section 8.1, this Agreement may be amended, in whole or in part, with: (i) the approval of the Board (including the vote of a majority of the Independent Directors, if required by the 0000 Xxx) without the Members approval; and (ii) if required by the 1940 Act, the approval of the Members by such vote as is required by the 0000 Xxx.
Limited Liability of Limited Partners (1) Each Unit of Limited Partnership Interest, when purchased by a Limited Partner, subject to the qualifications set forth below, shall be fully paid and non-assessable.
Limited Scope The following are excluded from binding arbitration under this Agreement: claims for workers’ compensation benefits or unemployment benefits; replevin; and claims for which a binding arbitration agreement is invalid as a matter of law.
Formation of Limited Liability Company The Company was formed on January 13, 2017, pursuant to the Delaware Limited Liability Company Act, 6 Del. C. § 18-101, et seq., as amended from time to time (the “Delaware Act”), by the filing of a Certificate of Formation of the Company with the office of the Secretary of the State of Delaware. The rights and obligations of the Member and the administration of the Company shall be governed by this Agreement and the Delaware Act. To the extent this Agreement is inconsistent in any respect with the Delaware Act, this Agreement shall control.
Limited Recourse (a) With respect to any claim by the Administrator for recovery of that portion of any fees or reimbursable expenses (or any other liability of a Fund arising under this Agreement) related to a particular series and class of a Fund, whether in accordance with the express terms of this Agreement or otherwise, the Administrator will have recourse solely against the assets of that series and class to satisfy the claim and will have no recourse against the assets of any other series and class of any Fund.
Hospitality Provisions The Mortgage Loan documents for each Mortgage Loan that is secured by a hospitality property operated pursuant to a franchise agreement includes an executed comfort letter or similar agreement signed by the Mortgagor and franchisor of such property enforceable by the Trust against such franchisor, either directly or as an assignee of the originator. The Mortgage or related security agreement for each Mortgage Loan secured by a hospitality property creates a security interest in the revenues of such property for which a UCC financing statement has been filed in the appropriate filing office.
Limited License Subject to the terms and conditions of this LLA and applicable Open Source Terms (as defined hereafter) and during the term of this LLA, ST hereby grants You under intellectual property rights owned by or licensed to ST, a non-exclusive, non-transferable, royalty-free, copyright license, without the right to sub-license (except as expressly stipulated herein or authorized in writing by an authorized representative of ST), to use and reproduce the Licensed Materials in object code solely and exclusively with ST chipsets, integrated circuits or ST Gyro product as applicable (“ST Chipsets”) for incorporation in a Licensee Product (as defined hereinafter) and subsequent distribution directly or indirectly of said Licensee Product provided that the software part of Licensed Material executes solely and exclusively on, or in conjunction with ST Chipset in Licensee Product (“Limited License Purpose”). To the extent the Licensed Materials are made available to You in source code and subject to the terms and conditions of this LLA, ST hereby grants You under intellectual property rights owned by or licensed to ST during the term of this LLA a non- exclusive, royalty-free, non-transferable copyright license, without the right to sublicense (except as expressly stipulated herein or authorized in writing by an authorized representative of ST), to use, reproduce and modify the source code form of the Licensed Materials and compile such modified source code into new object code, for the Limited License Purpose only. Subject to the terms and conditions of this LLA, You will be authorized to sub-license the Licensed Materials and derivative works thereof in object code solely as part of your software or hardware application (“Licensee Product”) and not as a stand- alone product for the Limited License Purpose only. You will enter into an agreement with your customer under terms and conditions no less stringent as the terms of this LLA. Upon request, You shall provide ST with requested contact information of your customers. Subject to the terms and conditions of this LLA, ST hereby grants You under intellectual property rights owned by or licensed to ST, a non-exclusive, non-transferable, royalty-free, copyright license without the right to sub-license (except as expressly stipulated herein or authorized in writing by an authorized representative of ST), to use the Licensed Materials made available as comments, annotations, instructions, manuals, and other materials, whether in printed or electronic form, including without limitation installation manuals, user’s guides, and programmer guides (“Documentation”) solely to support and exercise the rights granted under this article 1 and to copy, modify and/or create derivative works from the Documentation – e.g. by creating technically accurate subsets and supersets thereof or by translating it into other languages or otherwise creating technically accurate localized versions thereof – and distributing such Licensee documentation only with Licensee Product. You acknowledge that the Licensed Materials have not been specifically designed to meet Your individual requirements and that You have all information necessary to evaluate whether the Licensed Materials meet your requirements or not, will be suitable for your intended use or application and substantially comply with the Documentation. Therefore the Licensed Materials shall be deemed accepted upon delivery to Licensee. You shall use, at your own risk, the Licensed Materials and any development that is obtained from such use. You acknowledge that ST cannot in any way be held responsible for the consequences resulting from use of the Licensed Materials and any development made following such use of the Licensed Materials. Notwithstanding anything to the contrary herein, You are not authorized to sublicense to or have used the Licensed Materials by a competitor of ST. Licensed Materials are not designed for use in safety critical applications such as life supporting devices or systems, and military, nuclear, automotive or aerospace applications or environments. ST expressly disclaims any responsibility for such usage which shall be made at Your sole risk, even if ST has been informed in writing of such usage. You acknowledge and agree to be solely responsible for regulatory and safety related requirements concerning your own products and any use of the SLA0084 - Rev 1 - September 2018 For further information contact your local STMicroelectronics sales office. xxx.xx.xxx Licensed Materials in Your products and related applications and any claim arising from incorporation of the Licensed Materials in any application or system where failure of the Licensed Materials could lead to death or personal injury.
Formation of Limited Partnership (a) The Partnership is formed as a limited partnership pursuant to the Certificate and this Agreement. The Partners agree that their rights, duties and liabilities will be as provided in the Delaware Act, except as otherwise provided in this Agreement. The General Partner will cause the Certificate to be executed and filed in accordance with the Delaware Act and will cause to be executed and filed with applicable governmental authorities any other instruments, documents and certificates that the General Partner concludes may from time to time be required by the laws of the United States of America, the State of Delaware or any other jurisdiction in which the General Partner determines that the Partnership should do business, or any political subdivision or agency of any such jurisdiction, or that the General Partner determines is necessary or appropriate to effectuate, implement and continue the valid existence and business of the Partnership.
