Common use of Limitation on Powers Clause in Contracts

Limitation on Powers. The enumeration of powers in this Agreement shall not limit the general or implied powers of the Board of Managers or any additional powers provided by law. Notwithstanding the foregoing and any other provision contained in this Agreement to the contrary, the Board of Managers, the officers, and any individual appointed pursuant to Section 6.2, may not, without the consent of the Member, do any of the following: 6.5.1. Sell or otherwise dispose of, or agree to sell or otherwise dispose of, all or substantially all the assets of the Company. 6.5.2. Merge or consolidate with any other person; 6.5.3. Make, execute, or deliver any assignment for the benefit of creditors; 6.5.4. Do any act in contravention of this Agreement or the Certificate; 6.5.5. Do any act that would make it impossible to carry on the business of the Company; or 6.5.6. Knowingly take any action that would subject the Member in its capacity as a Member to personal liability in any jurisdiction.