Common use of Limitation on Authority of Members Clause in Contracts

Limitation on Authority of Members. No Member is an agent of the Company solely by virtue of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 supersedes any authority granted to the Members pursuant to the Act. Any Member that takes any action or binds the Company in violation of this Section 5.1 shall be solely responsible for any loss and expense incurred by the Company as a result of the unauthorized action and shall indemnify and hold the Company harmless with respect to the loss or expense.

Appears in 5 contracts

Samples: Operating Agreement (Golden Phoenix Minerals Inc), Joint Venture Agreement (Vista Gold Corp), Operating Agreement (Western Goldfields Inc)

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Limitation on Authority of Members. No Member is an agent of the Company solely by virtue of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 supersedes any authority granted to the Members pursuant to the Act. Any Member that takes any action or binds the Company in violation of this Section 5.1 shall be solely responsible for any loss and or expense incurred by the Company Company, the other Member or the Manager as a result of the unauthorized action and shall indemnify and hold harmless the Company harmless Company, the other Member and the Manager with respect to the loss or expenseall such losses and expenses.

Appears in 4 contracts

Samples: Technical Services Agreement (U S Gold Corp), Operating Agreement (U S Gold Corp), Members Agreement (U S Gold Corp)

Limitation on Authority of Members. No Member is an agent of the Company solely by virtue of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 6.4 supersedes any authority granted to the Members pursuant to the Act. Any Member that who takes any action or binds the Company in violation of this Section 5.1 6.4 shall be solely responsible for any loss and expense incurred by the Company as a result of the unauthorized action and shall indemnify and hold the Company harmless with respect to the loss or expense.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Centerpoint Properties Trust), Limited Liability Company Agreement (Centerpoint Properties Trust), Limited Liability Company Agreement (Centerpoint Properties Trust)

Limitation on Authority of Members. No Member is an agent of the Company solely by virtue reason of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 supersedes any authority granted to the Members pursuant to the Act. Any Member that who takes any action or binds the Company in violation or breach of this Section 5.1 section shall be solely responsible for any loss and and/or expense incurred by the Company as a result of the such unauthorized action and shall indemnify indemnify, defend and hold harmless the Company harmless with respect to the such loss or and/or expense.

Appears in 2 contracts

Samples: Operating Agreement (American Sierra Gold Corp.), Operating Agreement (American Sierra Gold Corp.)

Limitation on Authority of Members. No Member is an agent of the Company solely by virtue of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 8.1 supersedes any authority granted to the Members pursuant to the Act. Any Member that takes any action or binds the Company in violation of this Section 5.1 8.1 shall be solely responsible for any loss and expense incurred by the Company as a result of the unauthorized action and shall indemnify and hold the Company harmless with respect to the loss or expense.

Appears in 2 contracts

Samples: Limited Liability Company Operating Agreement (Strathmore Minerals Corp.), Limited Liability Company Operating Agreement (Yellowcake Mining Inc.)

Limitation on Authority of Members. No Member is an agent of the Company solely by virtue of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 6.1 supersedes any authority granted to the Members pursuant to Section 17157 of the Act. Any Member that who takes any action or binds the Company in violation of this Section 5.1 6.1 shall be solely responsible for any loss and or expense incurred by the Company as a result of the unauthorized action and shall indemnify and hold the Company harmless with respect to the loss or expense.

Appears in 2 contracts

Samples: Operating Agreement (Titan Corp), Operating Agreement (L-3 Communications InfraredVision Technology CORP)

Limitation on Authority of Members. No Member is an agent of the Company company solely by virtue of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 8.1 supersedes any authority granted to the Members pursuant to the Act. Any Member that takes any action or binds the Company in violation of this Section 5.1 8.1 shall be solely responsible for any loss and expense incurred by the Company company as a result of the unauthorized action and shall indemnify and hold the Company harmless with respect to the loss or expense.

Appears in 2 contracts

Samples: Limited Liability Company Operating Agreement (American Uranium Corp), Limited Liability Company Operating Agreement (Strathmore Minerals Corp.)

Limitation on Authority of Members. No Member is an agent of the Company solely by virtue of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 6.1 supersedes any authority granted to the Members pursuant to the Act. Any Member that who takes any action or binds the Company in violation of this Section 5.1 6.1 shall be solely responsible for any loss and expense incurred by the Company as a result of the unauthorized action and shall indemnify and hold the Company harmless with respect to the loss or expense.

Appears in 2 contracts

Samples: Operating Agreement, Operating Agreement

Limitation on Authority of Members. No Member is an agent of the Company solely by virtue only because of being a Member, and no Member has authority to act for or bind the Company solely by virtue only because of being a Member. This Section 5.1 8.3 supersedes any agency authority granted to the Members including pursuant to the provisions of the Act. Any Member that who takes any action or binds the Company in violation of this Section 5.1 shall Agreement will be solely responsible for any loss and expense incurred by the Company as a result of the unauthorized action and shall will indemnify and hold the Company harmless with respect to the loss or expense.

Appears in 1 contract

Samples: Operating Agreement

Limitation on Authority of Members. No Member is an agent of the Company solely by virtue of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 6.4 supersedes any authority granted to the Members pursuant to the Act. Any Member that who takes any action or binds the Company in violation of this Section 5.1 6.4 shall be solely responsible for any loss and expense incurred by the Company as a result of the unauthorized action and shall indemnify and hold the Company harmless with in respect to of the loss or expense.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Centerpoint Properties Trust)

Limitation on Authority of Members. No Member is an agent of the Company solely by virtue of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 6.4 supersedes any authority granted to the Members pursuant to the Act. Any Member that who takes any action or binds the Company in violation of this Section 5.1 Article 6 shall be solely responsible for any loss and expense incurred by the Company as a result of the unauthorized action and shall indemnify and hold the Company harmless with respect to the loss or expense.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Centerpoint Properties Trust)

Limitation on Authority of Members. No Member Member, other than the Manager, is an agent of the Company solely by virtue of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 6.4 supersedes any authority granted to the Members pursuant to the Act. Any Member that who takes any action or binds the Company in violation of this Section 5.1 Article VI shall be solely responsible for any loss and expense incurred 40 by the Company as a result of the unauthorized action and shall indemnify and hold the Company harmless with respect to the loss or expense.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Phillips Edison Grocery Center Reit Ii, Inc.)

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Limitation on Authority of Members. The Company is manager-managed. No Member is an agent of the Company solely by virtue of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 supersedes any authority granted to the Members pursuant to the Act. Any Member that takes any action or binds the Company in violation of this Section 5.1 shall be solely responsible for any loss and expense incurred by the Company as a result of the unauthorized action and shall indemnify indemnify, defend and hold the Company harmless with respect to the loss or expense.

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (Thunder Mountain Gold Inc)

Limitation on Authority of Members. No Member is an agent of the Company solely by virtue of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 supersedes any authority granted to the Members pursuant to the Act. Any Member that who takes any action or binds the Company in violation of this Section 5.1 5.2 shall be solely responsible for any loss and expense incurred by the Company as a result of the unauthorized action and shall indemnify and hold the Company harmless with respect to the loss or expense.

Appears in 1 contract

Samples: Operating Agreement (Glk, LLC)

Limitation on Authority of Members. No Member is an agent of the Company solely by virtue of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 7.1 supersedes any authority granted to the Members pursuant to the Act. Any Member that takes any action or binds the Company in violation of this Section 5.1 7.1 shall be solely responsible for any loss and expense incurred by the Company as a result of the unauthorized action and shall indemnify and hold the Company harmless with respect to the loss or expense. Nothing in this Section 7.1 shall limit the power and authority of the Manager, as provided herein.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Uranium Resources Inc /De/)

Limitation on Authority of Members. No Member is an agent of the Company solely by virtue of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 supersedes any authority granted to the Members pursuant to the Act. Any Member that takes any action or binds the Company in violation of this Section 5.1 shall be solely responsible for any loss and expense incurred by the Company as a result of the unauthorized action and shall indemnify and hold the Company harmless with respect to the loss or expense.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Strathmore Minerals Corp.)

Limitation on Authority of Members. No Member is an agent of the Company solely by virtue of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 9.6 supersedes any authority granted to the Members pursuant to the Delaware Act. Any Member that Member, acting in its capacity as a Member, who takes any action or binds the Company in violation of this Section 5.1 9.6 shall be solely responsible for any loss and expense incurred by the Company as a result of the unauthorized action and shall indemnify and hold the Company harmless with respect to the loss or expense.expense.β€Œ

Appears in 1 contract

Samples: Limited Liability Company Agreement

Limitation on Authority of Members. No Member is an agent of the Company solely by virtue of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 supersedes any authority granted to the Members pursuant to the Act. Any Member that takes any action or binds the Company in violation of this Section 5.1 shall be solely responsible for any loss and or expense incurred by the Company Company, the other Members or the Manager as a result of the unauthorized action and shall indemnify and hold harmless the Company harmless Company, the other Members and the Manager with respect to the loss or expenseall such losses and expenses.

Appears in 1 contract

Samples: U S Gold Corp

Limitation on Authority of Members. No Member is an agent of the Company solely by virtue of being a Member, and no Member has authority to act for the Company solely by virtue of being a Member. This Section 5.1 11.11 supersedes any authority granted to the Members pursuant to by the Act. Any Member that who takes any action or binds the Company in violation of this Section 5.1 shall Agreement will be solely responsible for any loss and expense incurred by the Company as a result of the unauthorized action and shall will indemnify and hold the Company harmless with respect to the loss or expense.

Appears in 1 contract

Samples: Operating Agreement (MedEquities Realty Trust, Inc.)

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