Lack of Authority of Members Sample Clauses

Lack of Authority of Members. Except as expressly set forth herein, the Members shall not have the authority or power to act for or on behalf of the Company, to do any act that would be binding on the Company, or to incur any expenditures, debts, liabilities or obligations on behalf of the Company. Accordingly, no Member shall be considered an agent of the Company solely by virtue of being a Member, and no Member shall have authority to act for or bind the Company solely by virtue of being a Member.
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Lack of Authority of Members. Except as expressly set forth herein (e.g., rights expressly and specifically granted to the Majority Holders), no Member in its capacity as such has the authority or power to act for or on behalf of NGR Management in any manner or way, to bind NGR Management, or do any act that would be (or could be construed as) binding on NGR Management, in any manner or way, or to make any expenditures on behalf of NGR Management, unless (subject to the terms of Section 5.1(d)) such specific authority and power has been expressly granted to and not revoked from such Member by the Board or pursuant to this Agreement, and the Members hereby consent to the exercise by the Board of the powers conferred on it by the Delaware Act, this Agreement and other applicable Law.
Sample 1
Lack of Authority of Members. 2.8.1 No Member (other than a Manager or an officer of the Company in his or her capacity as such) shall have the authority or power to act for or on behalf of the Company, to do any act that would be binding on the Company, or to incur any expenditures, debts, liabilities or obligations on behalf of the Company. 2.8.2 Without limiting the foregoing, no Member, acting individually or with other Members, shall have any power or authority to institute any proceedings to cause the Company to become Bankrupt or Insolvent or to cause any Bankruptcy or Insolvency to occur or exist with respect to the Company.
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Lack of Authority of Members. Section 2.7
Sample 1
Lack of Authority of Members. No Member (other than a Manager or an officer of the Issuer in his capacity as such) shall have the authority or power to act for or on behalf of the Issuer, to do any act that would be binding on the Issuer, or to incur any expenditures, debts, liabilities or obligations on behalf of the Issuer.
Sample 1

Related to Lack of Authority of Members

  • Lack of Authority No Member, other than the Manager or a duly appointed Officer, in each case in its capacity as such, has the authority or power to act for or on behalf of the Company, to do any act that would be binding on the Company or to make any expenditure on behalf of the Company. The Members hereby consent to the exercise by the Manager of the powers conferred on them by Law and this Agreement.

  • Warranty of Authority Each person signing this Amendment warrants that he or she is duly authorized to do so and to bind the respective party.

  • Reservation of Authority Nothing in this subpart shall limit the authority of the Secretary to take action to enforce conditions or violations of law, including actions necessary to prevent evasions of this subpart.

  • Scope of Authority Committee meetings will be used for communications between the parties, to share information and to address concerns. The committee will have no authority to conduct any negotiations or modify any provision of this Agreement. The committee’s activities and discussions will not be subject to the grievance procedure in Article 30.

  • Evidence of Authority The Custodian shall be protected in acting upon any instructions, notice, request, consent, certificate or other instrument or paper believed by it to be genuine and to have been properly executed by or on behalf of the Fund. The Custodian may receive and accept a certified copy of a vote of the Board of Directors of the Fund as conclusive evidence (a) of the authority of any person to act in accordance with such vote or (b) of any determination or of any action by the Board of Directors pursuant to the Articles of Incorporation as described in such vote, and such vote may be considered as in full force and effect until receipt by the Custodian of written notice to the contrary.

  • Termination of Authority Immediately upon the Executive terminating or being terminated from his employment with the Company for any reason, notwithstanding anything else appearing in this Agreement or otherwise, the Executive will stop serving the functions of his terminated or expired position(s) and shall be without any of the authority or responsibility for such position(s).

  • Limitation of Authority No person is authorized to make any representations concerning the Funds or the Shares except those contained in the Prospectus of each Fund and in such printed information as the Distributor may subsequently prepare. No person is authorized to distribute any sales material relating to any Fund without the prior written approval of the Distributor.

  • Proof of Authority Buyer shall provide such proof of authority and authorization to enter into this Agreement and the transactions contemplated hereby, and such proof of the power and authority of the individual(s) executing or delivering any documents or certificates on behalf of Buyer as may be reasonably required by Title Company.

  • EXTENT OF AUTHORITY exercise a degree of autonomy; • control projects and/or programmes; • set outcomes for subordinates; • establish priorities and monitor workflow in areas of responsibility; • solutions to problems can generally be found in documented techniques, precedents and guidelines or instructions. Assistance is available when required.

  • Grant of Authority As of the Effective Date, GlobalSign hereby grants to Subscriber the authority for the term set forth in Section 7 to use the enclosed Digital Certificate to create Digital Signatures or to use the Digital Certificate in conjunction with Private Key or Public Key operations.

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