Limitation on Certain Activities. Notwithstanding any other provisions of this Agreement, the Company, and the Member or Managers on behalf of the Company, shall not:
Limitation on Certain Activities. Notwithstanding any other provisions of this LLC Agreement and any provision of law that otherwise so empowers the Company, the Member or any Manager or any other Person, the Company, and the Member or Managers or any other Person on behalf of the Company, shall not:
Limitation on Certain Activities. (a) Until the Loan is paid in full, the Company shall remain a Single Purpose Entity.
Limitation on Certain Activities. Except with the prior written consent of the Board, which shall not unreasonably be withheld, while employed by the Company, Executive will not undertake or engage in any other employment, occupation or business enterprise, other than those in which Executive is a passive investor. In no event shall Executive undertake any such activities that would detract from his ability to devote substantially full-time effort as an employee of the Company, consistent with his title and responsibilities. Executive may engage in civic and not-for-profit activities so long as such activities do not materially interfere with the performance of his duties hereunder.
Limitation on Certain Activities. Notwithstanding any other provisions of this Agreement, so long as any Obligations are outstanding, neither the Member, the Designated Manager nor any other Person shall be authorized or empowered on behalf of the Company to, nor shall they permit the Company to, and the Company shall not, without the prior unanimous written consent of each Member and the prior unanimous written consent of all of the Managers, including the Independent Manager take any Material Action; provided that the Managers may not vote on or authorize the taking of any action set forth in clause (a) through (d) hereunder (any such action, a “Material Action”), unless there is at least one (1) Independent Manager then serving in such capacity:
Limitation on Certain Activities. 12 Section 2.08. NO STATE LAW PARTNERSHIP........................12 Section 2.09. ADDRESS OF THE SOLE MEMBER......................13 ARTICLE III. TERM...................................................................13 Section 3.01. COMMENCEMENT....................................13 Section 3.02. CONTINUATION....................................13 ARTICLE IV.
Limitation on Certain Activities. Notwithstanding any other provisions of this Agreement or the Certificate, the Company, and the Sole Member or Management Committee on behalf of the Company, shall not:
Limitation on Certain Activities. Notwithstanding any other provisions of this Agreement, the Company, and the Member or Managers on behalf of the Company, shall not: engage in any business or activity other than as set forth in Article I hereof; without the affirmative vote of its Member and the affirmative vote of all of the Managers, including all of the Independent Managers, file a voluntary petition for relief under the Bankruptcy Code or similar law, consent to the institution of insolvency or bankruptcy proceedings against the Company or otherwise institute insolvency or bankruptcy proceedings with respect to the Company or take any company action in furtherance of any such filing or institution of a proceeding; without the affirmative vote of all Managers, including all of the Independent Managers, and then only to the extent permitted by the Basic Documents, convert, merge or consolidate with any other Person or sell all or substantially all of its assets or acquire all or substantially all of the assets or capital stock or other ownership interest of any other Person; take any action, file any tax return, or make any election inconsistent with the treatment of the Company, for purposes of federal income taxes and, to the extent consistent with applicable state tax law, state income and franchise tax purposes, as a disregarded entity that is not separate from the Member; issue any transition bonds other than the Transition Bonds contemplated by the Basic Documents; incur any indebtedness or assume or guarantee any indebtedness of any Person (other than the indebtedness incurred under the Basic Documents); or to the fullest extent permitted by law, without the affirmative vote of its Member and the affirmative vote of all Managers, including all of the Independent Managers, execute any dissolution, liquidation, or winding up of the Company. To the fullest extent permitted by applicable law, including Section 18-1101(c) of the LLC Act, the fiduciary duty of each Manager, including the Independent Manager, in respect of any decision on any matter referred to in this Section 1.08 shall be owed solely to the Company (including its creditors) and not to the Member or any other holders of equity interest in the Company as may exist at such time.
Limitation on Certain Activities. (a) The Trust shall, as long as the Loan remains outstanding, govern itself as a Single Purpose Entity. For purposes of satisfying the requirements of a Single Purpose Entity, the Trust shall:
Limitation on Certain Activities. The Operating Company shall, as long as the Loan remains outstanding, govern itself as a Single Purpose Entity. For purposes of satisfying the requirements of a Single Purpose Entity, the Operating Company shall:
