Common use of Authority of Members Clause in Contracts

Authority of Members. Except as expressly provided herein, Ownership Interests do not confer any rights upon the Members to participate in the control and management of the business of the Company described in this Agreement, which conduct, control and management shall be vested exclusively in the Manager. Except as otherwise expressly provided herein, in all matters relating to or arising out of the conduct of the operation of the Company, the decision of the Manager shall be the decision of the Company. Except as required by Law, or expressly provided herein or by separate agreement with the Company, no Member who is not also a Manager (and acting in such capacity) shall take any part in the control or management of the operation or business of the Company in its capacity as a Member, nor shall any Member who is not also a Manager (and acting in such capacity) have any right, authority or power to act for or on behalf of or bind the Company in his or its capacity as a Member in any respect or assume any obligation or responsibility of the Company or of any other Member. Notwithstanding the foregoing, the Company may employ one or more Members from time to time, and such Members, in their capacity as employees of the Company, may take part in the control and management of the business of the Company to the extent such authority and power to act for or on behalf of the Company has been delegated to them by the Manager.

Authority of Members. Except as expressly provided herein, Ownership Interests the Membership Units do not confer any rights upon the Members to participate in the control and management of the business of the Company described in this Agreement, which conduct, control and management shall be vested exclusively in the Manager. Except as otherwise expressly provided herein, in all matters relating to or arising out of the conduct of the operation of the Company, the decision of the Manager shall be the decision of the Company. Except as required by Law, or expressly provided herein or by separate agreement with the Company, no Member who is not also a Manager (and acting in such capacity) shall take any part in the control or management of the operation or business of the Company in its capacity as a Member, nor shall any Member who is not also a Manager (and acting in such capacity) have any right, authority or power to act for or on behalf of or bind the Company in his or its capacity as a Member in any respect or assume any obligation or responsibility of the Company or of any other Member. Notwithstanding the foregoing, the Company may employ one or more Members from time to time, and such Members, in their capacity as employees of the Company, may take part in the control and management of the business of the Company to the extent such authority and power to act for or on behalf of the Company has been delegated to them by the Manager.

Authority of Members. Except as expressly provided hereinTo the fullest extent permitted by applicable law, Ownership Interests do not confer any rights upon the Members to participate in the control and management of the business of the Company described in this Agreement, which conduct, control and management shall be vested exclusively in the Manager. Except as otherwise expressly provided hereinno Member, in all matters relating to or arising out of the conduct of the operation of the Companyits capacity as such, the decision of the Manager shall be the decision of the Company. Except as required by Law, or expressly provided herein or by separate agreement with the Company, no Member who is not also a Manager (and acting in such capacity) shall take any part in the management or control or management of the operation or business of the Company in its capacity as a Member, nor shall any Member who is not also a Manager (and acting in such capacity) have any right, authority or power to act for or on behalf of or bind the Company in his or its capacity as a Member in any respect or assume any obligation or responsibility of the Company or of any other Member. Except as expressly provided herein, the Units do not confer any rights upon the Members to participate in the affairs of the Company described in this Agreement. Except as expressly provided herein, no Member shall have any right to vote on any matter involving the Company, including with respect to any merger, consolidation, combination or conversion of the Company, or any other matter that a Member might otherwise have the ability to vote on or consent with respect to under the Act, at law, in equity or otherwise. The conduct, control and management of the Company shall be vested exclusively in the Manager. In all matters relating to or arising out of the conduct of the operation of the Company, the decision of the Manager shall be the decision of the Company. . Notwithstanding the foregoing, the Company may from time to time appoint one or more Members as officers or employ one or more Members from time to timeas employees, and such Members, in their capacity as officers or employees of the Company (and not, for clarity, in their capacity as Members of the Company), may take part in the control and management of the business of the Company to the extent such authority and power to act for or on behalf of the Company has been delegated to them by the Manager.