Common use of Independent Activities; Transactions With Affiliates Clause in Contracts

Independent Activities; Transactions With Affiliates. (a) The Manager shall be required to devote such time to the affairs of the Company as may be necessary to manage and operate the Company, and shall be free to serve any other Person or enterprise in any capacity that he may deem appropriate in his discretion. (b) Insofar as permitted by applicable law, neither Member nor its Affiliates may engage in any activities which are or may be competitive with the Company. This Operating Agreement shall not prevent a Member from undertaking any other non-competitive activity it chooses and any such activities may be undertaken without having or incurring any obligation to offer any interest in such activities to the Company or any other Member. (c) To the extent permitted by applicable law and subject to the provisions of this Operating Agreement, in furtherance of the purposes of the Company set forth in Section 1.3, the Manager is hereby authorized to cause the Company to purchase property (whether real, personal, or mixed) from, sell property to or otherwise deal with any Member, acting on its own behalf, or any Affiliate of any Member; provided, that any such purchase, sale, or other trans-action shall be made on terms and conditions that are no less favorable to the Company than if the sale, purchase, or other transaction had been made with an independent third party. (d) Notwithstanding Section 1.9(c), the Manager, on behalf of the Company, is hereby authorized to cause the Company to enter into the transactions evidenced by, and perform its obligations under, Transaction Documents to which the Company is or shall be a party, all without any further action, consent, or approval of any Person.

Independent Activities; Transactions With Affiliates. (a) The Manager shall be required to devote such time to the affairs of the Company as may be necessary to manage and operate the Company, and shall be free to serve any other Person or enterprise in any capacity that he the Manager may deem appropriate in his his, her, or its discretion. (b) Insofar as permitted by applicable law, and subject at all times to the Members overriding obligations under the Alliance Agreement, neither this Agreement nor any activity undertaken pursuant hereto shall prevent any Member nor its or Manager or their Affiliates may engage from engaging in any whatever activities which they choose, whether the same are or may be competitive with the Company. This Operating Agreement shall not prevent a Member from undertaking any other non-competitive activity it chooses Company or otherwise, and any such activities may be undertaken without having or incurring any obligation to offer any interest in such activities to the Company or any Member, or require any Member or Manager to permit the Company or any other Manager or Member or its Affiliates to participate in any such activities, and as a material part of the consideration for the execution of this Agreement by each Member, each Member hereby waives, relinquishes, and renounces any such right or claim of participation. (c) To the extent permitted by applicable law and subject to the provisions of this Operating Agreement, in furtherance of the purposes of the Company set forth in Section 1.3, the Manager Management Committee is hereby authorized to cause the Company to purchase property (whether real, personal, or mixed) Property from, sell property to Property to, or otherwise deal with any MemberMember or Manager, acting on its own behalf, or any Affiliate of any Member; providedMember or Manager, provided that any such purchase, sale, or other trans-action transaction shall be made on terms and conditions that are no less favorable to the Company than if the sale, purchase, or other transaction had been made with an independent third party. (d) Notwithstanding Section 1.9(c), the Manager, on behalf of the Company, is hereby authorized to cause the Company to enter into the transactions evidenced by, and perform its obligations under, Transaction Documents to which the Company is or shall be a party, all without any further action, consent, or approval of any Person.

Independent Activities; Transactions With Affiliates. (a) The Manager shall be required to devote such time to the affairs of the Company as may be necessary to manage and operate the Company, and shall be free to serve any other Person or enterprise in any capacity that he may deem appropriate in his discretion. (b) Insofar as permitted by applicable law, neither no Member nor its or Affiliates of the Member may engage in any activities which are or may be competitive with the Company. This Operating Agreement shall not prevent a Member from undertaking any other non-competitive activity it such Member chooses and any such activities may be undertaken without having or incurring any obligation to offer any interest in such activities to the Company or any other Member. (c) To the extent permitted by applicable law and subject to the provisions of this Operating Agreement, in furtherance of the purposes of the Company set forth in Section 1.3, the Manager is hereby authorized to cause the Company to purchase property (whether real, personal, or mixed) from, sell property to or otherwise deal with any Member, acting on its own behalf, or any Affiliate of any Member; provided, that any such purchase, sale, or other trans-action shall be made on terms and conditions that are no less favorable to the Company than if the sale, purchase, or other transaction had been made with an independent third party. (d) Notwithstanding Section 1.9(c), the Manager, on behalf of the Company, is hereby authorized to cause the Company to enter into the transactions evidenced by, and perform its obligations under, the Transaction Documents to which the Company is or shall be a party, all without any further action, consent, or approval of any Person.

Independent Activities; Transactions With Affiliates. (a) The Each Manager shall be required to devote such time to the affairs of the Company as may be necessary to manage and operate the Company, and unless otherwise restricted in a contract with the Company, shall be free to serve any other Person or enterprise in any capacity that he such Manager may deem appropriate in his his, her, or its discretion. (b) Insofar as permitted by applicable law, unless otherwise restricted in a contract with the Company, neither Member this Agreement nor any activity undertaken pursuant hereto shall prevent any Member, in its Affiliates may engage capacity as a Member, from engaging in any whatever activities which they choose, whether the same are or may be competitive with the Company. This Operating Agreement shall not prevent a Member from undertaking any other non-competitive activity it chooses Company or otherwise, and any such activities may be undertaken without having or incurring any obligation to offer any interest in such activities to the Company or any other Member, or require any Member to permit the Company or any other Member or Manager to participate in any such activities, and as a material part of the consideration for the execution of this Agreement by each Member, each Member hereby waives, relinquishes, and renounces any such right or claim of participation. (c) To the extent permitted by applicable law and subject to the provisions of this Operating Agreement, in furtherance of the purposes of the Company set forth in Section 1.3, the Manager Management Committee is hereby authorized to cause the Company to purchase property (whether real, personal, or mixed) Property from, sell property to Property to, or otherwise deal with any MemberMember or Manager, acting on its own behalf, or any Affiliate of any Member; providedMember or Manager, provided that any such purchase, sale, or other trans-action transaction shall be made on terms and conditions that are no less favorable to the Company than if the sale, purchase, or other transaction had been made with an independent third party. (d) Notwithstanding Section 1.9(c), the Manager, on behalf of the Company, is hereby authorized to cause the Company to enter into the transactions evidenced by, and perform its obligations under, Transaction Documents to which the Company is or shall be a party, all without any further action, consent, or approval of any Person.