Limitations on Board of Managers and Appropriate Officers. (a) Notwithstanding anything expressed or implied to the contrary in this Agreement (other than Article XI), the Board of Managers and the Appropriate Officers shall not authorize or otherwise cause or allow the Company to purchase all or any portion of any Member’s Interest (or any attributes thereof). (b) Notwithstanding anything expressed or implied to the contrary in this Agreement, the Board of Managers and the Appropriate Officers shall not (i) participate in the establishment of a secondary market (or the substantial equivalent thereof) with respect to the Interests for purposes of Treasury Regulation ss.1.7704-1(d)(1) or (ii) take any action that would have the effect of causing the Company (A) to be treated as a publicly traded partnership for purposes of Section 7704(b) of the Code or (B) otherwise to be treated as a corporation for federal income tax purposes.
Appears in 9 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Excelsior Private Markets Fund III (TE), LLC), Limited Liability Company Agreement (Excelsior Private Markets Fund III (TI), LLC)
Limitations on Board of Managers and Appropriate Officers. (a) Notwithstanding anything expressed or implied to the contrary in this Agreement (other than Article XI), the Board of Managers and the Appropriate Officers shall not authorize or otherwise cause or allow the Company to purchase all or any portion of any Member’s Interest Units (or any attributes thereof).
(b) Notwithstanding anything expressed or implied to the contrary in this Agreement, the Board of Managers and the Appropriate Officers shall not (i) participate in the establishment of a secondary market (or the substantial equivalent thereof) with respect to the Interests Units for purposes of Treasury Regulation ss.1.7704Section1.7704-1(d)(1) or (ii) take any action that would have the effect of causing the Company (A) to be treated as a publicly traded partnership for purposes of Section 7704(b) of the Code or (B) otherwise to be treated as a corporation for federal income tax purposes.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (NB Crossroads Private Markets Fund IV (TI) - Client LLC), Limited Liability Company Agreement (NB Crossroads Private Markets Fund IV Holdings LLC), Limited Liability Company Agreement (NB Crossroads Private Markets Fund IV (TE) - Client LLC)
Limitations on Board of Managers and Appropriate Officers. (a) Notwithstanding anything expressed or implied to the contrary in this Agreement (other than Article XIIX), the Board of Managers and the Appropriate Officers shall not authorize or otherwise cause or allow the Company to purchase all or any portion of any Member’s 's Interest (or any attributes thereof).
(b) Notwithstanding anything expressed or implied to the contrary in this Agreement, the Board of Managers and the Appropriate Officers shall not (i) participate in the establishment of a secondary market (or the substantial equivalent thereof) with respect to the Interests for purposes of Treasury Regulation ss.1.7704ss. 1.7704-1(d)(1) or (ii) take any action that would have the effect of causing the Company (A) to be treated as a publicly traded partnership for purposes of Section 7704(b) of the Code or (B) otherwise to be treated as a corporation for federal income tax purposes.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Fortress Brookdale Investment Fund LLC), Limited Liability Company Agreement (Fortress Pinnacle Investment Fund LLC), Operating Agreement (Excelsior Venture Partners Iii LLC)
Limitations on Board of Managers and Appropriate Officers. (a) Notwithstanding anything expressed or implied to the contrary in this Agreement (other than Section 7.1(f) and Article XIIX), the Board of Managers and the Appropriate Officers shall not authorize or otherwise cause or allow the Company to purchase all or any portion of any Member’s 's Interest (or any attributes thereof).
(b) Notwithstanding anything expressed or implied to the contrary in this Agreement, the Board of Managers and the Appropriate Officers shall not (i) participate in the establishment of a secondary market (or the substantial equivalent thereof) with respect to the Interests for purposes of Treasury Regulation ss.1.7704ss. 1.7704-1(d)(1) or (ii) take any action that would have the effect of causing the Company (A) to be treated as a publicly traded partnership for purposes of Section 7704(b) of the Code or (B) otherwise to be treated as a corporation for federal income tax purposes.
Appears in 1 contract
Samples: Operating Agreement (Excelsior Venture Partners Iii LLC)
Limitations on Board of Managers and Appropriate Officers. (a) Notwithstanding anything expressed or implied to the contrary in this Agreement (other than Article XIIX), the Board of Managers and the Appropriate Officers shall not authorize or otherwise cause or allow the Company to purchase all or any portion of any Member’s 's Interest (or any attributes thereof).
(b) Notwithstanding anything expressed or implied to the contrary in this Agreement, the Board of Managers and the Appropriate Officers shall not (i) participate in the establishment of a secondary market (or the substantial equivalent thereof) with respect to the Interests for purposes of Treasury Regulation ss.1.7704sec.1.7704-1(d)(1) or (ii) take any action that would have the effect of causing the Company (A) to be treated as a publicly traded partnership for purposes of Section 7704(b) of the Code or (B) otherwise to be treated as a corporation for federal income tax purposes.
Appears in 1 contract
Samples: Operating Agreement (Excelsior Venture Partners Iii LLC)
Limitations on Board of Managers and Appropriate Officers. (a) Notwithstanding anything expressed or implied to the contrary in this Agreement (other than Article XIIX), the Board of Managers and the Appropriate Officers shall not authorize or otherwise cause or allow the Company to purchase all or any portion of any Member’s 's Interest (or any attributes thereof).
(b) Notwithstanding anything expressed or implied to the contrary in this Agreement, the Board of Managers and the Appropriate Officers shall not (i) participate in the establishment of a secondary market (or the substantial equivalent thereof) with respect to the Interests for purposes of Treasury Regulation ss.1.7704Section 1.7704-1(d)(1) or (ii) take any action that would have the effect of causing the Company (A) to be treated as a publicly traded partnership for purposes of Section 7704(b) of the Code or (B) otherwise to be treated as a corporation for federal income tax purposes.
Appears in 1 contract
Samples: Operating Agreement (Excelsior Venture Partners Fund Iii LLC)