Interested Members Sample Clauses

Interested Members. Unless otherwise expressly provided in this Agreement or required by applicable law, Members who have an interest (economic or otherwise) in the outcome of any particular matter upon which the Members vote or consent may vote or consent upon any such matter, and their Units, vote or consent, as the case may be, shall be counted in the determination of whether the requisite matter was approved by the Members.
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Interested Members. To the extent permitted under the Act, contracts or transactions between Board members, officers, or members of the Church who have a financial interest in the matter are not void or voidable solely for that reason. Nor are they void or voidable solely because the Board member, office, or Church member is present at or participates in the meeting that authorizes the contract or transaction. However, the material facts must be disclosed to or known by the Board or other group authorizing the transaction, and approval from disinterested parties must be obtained.
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Interested Members. (a) Subject to Sections 6.5(b) and 7.1 and any applicable Law, a Member may lend money to, borrow money from, guarantee or act as a surety for, provide collateral for an obligation of and transact other business with, the Company, and, shall have the same rights and obligations with respect thereto as a Person who is not a Member. (b) No contract or other transaction between or among the Company and one or more of its Managers or Members or any Affiliate of a Manager or Member or any other Person in which one or more of the Managers or Members are partners, members, managers, directors or officers, or have a substantial financial interest, shall be either void or voidable for this reason alone or by reason alone that such Manager or Member is present at the meeting of the Managers or Members which approves such contract or transaction, or that its consent was given for such contract or transaction, if the material facts as to such Manager's or Member's interest in such contract or transaction and as to any such common partnership, membership, managership, directorship, officership or financial interest are disclosed in writing to the Members, and the Members Consent to such contract or transaction.
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Interested Members. 7 Section 3.4. Supermajority Voting Requirements....................................................8 Section 3.5. Disposition of Designated Investments................................................9
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Interested Members. (a) Subject to Section 3.4, a contract or transaction between the Company and one or more of its Members or officers or between the Company and another limited liability company, corporation, partnership, joint venture, trust, or other enterprise in which one or more
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Interested Members. A Member may lend money to, borrow money from, guarantee or act as a surety for, provide collateral for an obligation of and transact other business with the Company and, subject to any applicable law, shall have the same rights and obligations with respect thereto as a Person who is not a Member.
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Interested Members. 52 6.12 Indemnification. . . . . . . . . . . . . . . . 54 6.13
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Interested Members. A. The PARTNERS understand that each PARTNERS' REPRESENTATIVE is appointed by and is a representative of the PARTNER(s) appointing such member and may be an officer or director of such appointing PARTNER(s) or its AFFILIATES or SUBSIDIARIES. In serving as the PARTNERS' REPRESENTATIVES, such PARTNERS' REPRESENTATIVE may consider and represent the interests of such appointing PARTNER(s) and its AFFILIATES and SUBSIDIARIES, and no PARTNER or PARTNERS' REPRESENTATIVE shall have individual or personal liability to the other PARTNER(s) or TASTEMAKER U.S. because such member considers or represents such interests. B. No contract or transaction between TASTEMAKER U.S. and one or more PARTNERS' REPRESENTATIVES or members of TASTEMAKER U.S." management, or between the foregoing and any corporation, partnership, association or other organization in which one or more of such members serve in a similar capacity or have a financial interest, or between TASTEMAKER U.S. and any one or more of the PARTNERS, or any corporation, partnership, association or other organization in which such appointing PARTNER or its AFFILIATES or SUBSIDIARIES has a financial interest shall be void or voidable because of the positions or financial interests of any such PARTNERS' REPRESENTATIVE, or because of any such PARTNERS' REPRESENTATIVE is present at or participates in the meeting of the PARTNERS' REPRESENTATIVES, or because any such representative"s vote is counted for such purpose. Common or interested representatives may be counted in determining the presence of a quorum at a meeting of the PARTNERS' REPRESENTATIVES which authorizes any contract or any transaction. C. HCI, HFI and FRIES each shall be solely liable for the actions of the PARTNERS' REPRESENTATIVES appointed by such PARTNER. No PARTNER shall bring an action against any of the PARTNERS' REPRESENTATIVES for actions taken as a member or related to his position as a member, except for actions based on a knowing criminal act. D. In each and all instances where a matter comes before the PARTNERS' REPRESENTATIVES and a representative realizes or reasonably should realize that interests of TASTEMAKER U.S. are in conflict with the interest of the PARTNER(s) appointing such representative or of such PARTNER"s AFFILIATES and SUBSIDIARIES, then prior to acting on such matter, such representative shall inform each of the PARTNERS' REPRESENTATIVES of the existence (but not the details) of such conflict and indicate that in acting upon s...
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Related to Interested Members

  • Interested Persons It is understood that Trustees, officers, and shareholders of the Trust are or may be or become interested in the Advisor or the Sub-Advisor as directors, officers or otherwise and that directors, officers and stockholders of the Advisor or the Sub-Advisor are or may be or become similarly interested in the Trust, and that the Advisor or the Sub-Advisor may be or become interested in the Trust as a shareholder or otherwise.

  • Interested Person 2 (l) Investment Adviser.............................................. 2 (m) Series.......................................................... 2

  • Interested Parties The Issuing Entity and each other party identified or described in the Pooling Agreement or the Further Transfer Agreements as having an interest as owner, trustee, secured party or holder of Securities.

  • Initial Members The initial members of the LLC, their initial capital contributions, and their percentage interest in the LLC are: Initial Percentage Interest Capital Members in LLC Contribution

  • Additional Members One or more additional members may be admitted to the Company with the consent of the Member. Prior to the admission of any such additional members to the Company, the Member shall amend this Agreement to make such changes as the Member shall determine to reflect the fact that the Company shall have such additional members. Each additional member shall execute and deliver a supplement or counterpart to this Agreement, as necessary.

  • Interested Transactions An Indemnitee shall not be denied indemnification in whole or in part under this Section 7.7 because the Indemnitee had an interest in the transaction with respect to which the indemnification applies if the transaction was otherwise permitted by the terms of this Agreement.

  • Substituted Members Subject to the provisions of Article X hereof, in connection with the Permitted Transfer of a Unit hereunder, the Permitted Transferee shall become a Substituted Member on the effective date of such Transfer, which effective date shall not be earlier than the date of compliance with the conditions to such Transfer, and such admission shall be shown on the books and records of the Company, including the Schedule of Members.

  • Dissociation of a Member The withdrawal, resignation, retirement, disability, expulsion, or bankruptcy of a member will terminate the membership of the member in the Company. Such a member will be deemed a “dissociated member.”

  • Professional Memberships Each employee is eligible for reimbursement for membership fees or dues paid for the maintenance of a license required to perform employee’s job and for dues paid for membership in one additional job related professional association.

  • Admission of Additional Members One or more additional members of the Company may be admitted to the Company with the written consent of the Member.

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