Authority; Reliance by Third Parties; Management Committee. Officers. The Members shall have the authority to manage the business of the Company. Such authority shall include, without limitation, the authority to purchase, sell, mortgage, lease, and otherwise dispose of property, both real and personal, to hire employees, to contract with third parties for services and to borrow money and otherwise pledge the credit of the Company. The signature of any one Member alone shall be sufficient to bind the Company provided the Member so acting is acting with the consent of a majority of Members, and every document executed by a Member shall be conclusive evidence in favor of every person relying in good faith thereon or claiming thereunder that at the time of the delivery thereof: (i) this Company was in existence; (ii) this Agreement had not been amended in any manner so as to restrict such authority; and (iii) the execution and delivery of such documents were duly authorized under this Article; unless, however, the acting Member has no authority to act for the Company in a particular matter and the person with whom that Member is dealing has knowledge of the fact that the Member has no such authority. If a Member binds the Company, but did not have the authority to so act under this Agreement (including by failing to obtain necessary consents from other Members), in addition to any other remedy at law or in equity that may be available against such Member, the Member shall be liable for all damages caused by his or her breach of this Agreement. Each Member is encouraged to actively participate, not only by making an initial Capital Contribution, but also by attending meetings, soliciting new Members, identifying food and farm enterprises in need of funds, assisting with the management of the fund, and, from time to time, serving as an officer of the Company. The Members may appoint a managing Member or a management committee consisting of two or more Members or their representatives to which the Members may delegate such rights, duties and responsibilities as they shall determine from time to time except that decisions regarding the making, modification or renewal of loans may not be delegated by any Member to another Member. Such delegation shall not relieve the Members of their responsibility for managing the business of the Company or affect their ability to bind the Company in dealings with third parties. The officers of the Company shall consist of a President, Vice President, Secretary and Treasurer. These offices shall be...
Authority; Reliance by Third Parties; Management Committee. Officers. The Members shall have the authority to manage the business of the Company. Such authority shall include, without limitation, the authority to purchase, sell, mortgage, lease, and otherwise dispose of property, both real and personal, to hire employees, to contract with third parties for services and to borrow money and otherwise pledge the credit of the Company. The signature of any one Member alone shall be sufficient to bind the Company provided the Member so acting is acting with the consent of a majority of Members, and every document thus executed by a Member shall be conclusive evidence in favor of every person relying in good faith thereon or claiming thereunder that at the time of the delivery thereof: (i) this Company was in existence;
Authority; Reliance by Third Parties; Management Committee. Officers. The Members, collectively, shall have the authority to manage the business of the Company. Such authority shall include, without limitation, the authority to purchase, sell, mortgage, lease, and otherwise dispose of property, both real and personal, to hire employees, to contract with third parties for services and to borrow money and otherwise pledge the credit of the Company. Each Member is encouraged to actively participate, not only by making an initial Capital Contribution, but also by attending meetings, soliciting new Members, identifying food and farm enterprises in need of funds, assisting with the management of the fund, and, from time to time, serving as an officer of the Company. The Members shall elect a “Management Committee” consisting of a President, Treasurer and Secretary, as officers of the Company, to which the Members may delegate such rights, duties and responsibilities as they shall determine from time to time except that decisions regarding the making, modification or renewal of loans may not be delegated. Such delegation shall not relieve the Members of their responsibility for managing the business of the Company. The initial Management Committee shall be as follows: President: Xxxxxxxxx Xxxxxx Treasurer: Xxxx XxXxxxx Secretary: Xxxxxx Xxxxxxxx These officers shall serve annual terms on a volunteer basis and must be Members elected by the Membership. A secret ballot shall be taken at an annual meeting, and the post shall be filled by the Member who receives the majority vote New officers shall assume the duties of their respective offices at the next periodic meeting. Officers may succeed themselves in the same office. If successors are not elected and the incumbent officer is willing to continue his or her service, such incumbent shall continue to serve until a successor is elected. Notwithstanding the foregoing in this section 6.1, no Member individually or qithout appropriate approval and act by the collective Membership shall:
