Limitations on Power of Members Sample Clauses

Limitations on Power of Members. Notwithstanding any other provisions of this Agreement, no debt or liability of more than ____________________ may be contracted on behalf of the Company without the approval of the majority of Membership Interests. The signature of ______________ Members is required to sign contracts and obligations on behalf of the Company. Additionally, the unanimous approval of the Members must be obtained prior to: The merger of the Company with another business entity. The establishment of different Member classes. A change in the authorized businesses of the Company (Section 1.4), Any act which would make it impossible to carry on the ordinary business of the Company The confession of judgment against the Company Any other transaction described in this Agreement which requires the approval, consent or vote of all of the Members. The sale, exchange or other disposition of substantially all of the Company’s assets occurring as part of single or multiple transactions or plan.
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Limitations on Power of Members. Notwithstanding any other provisions of this Agreement, no debt or liability of more than may be contracted on behalf of the Company without the approval of the majority of Membership Interests. The signature of Members is required to sign contracts and obligations on behalf of the Company. Additionally, the unanimous approval of the Members must be obtained prior to:
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Limitations on Power of Members. Notwithstanding anything stated herein to the contrary, no Member shall not have authority hereunder to cause the Company to engage in the following transactions without first obtaining the unanimous vote or written consent of the Members:
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Limitations on Power of Members. All contracts, agreements, commitments and obligations of the Company require the affirmative vote or written consent of all Members except the following: (i) debts, liabilities or obligations of the Company of less than Two Thousand Dollars ($2,000) individually and Ten Thousand Dollars ($10,000) in the aggregate in any one (1) calendar year may be contracted on behalf of the Company by either Member; and (ii) if under any Client Contract, HeartMasters has an obligation to repay the Client more than 50% of the fees paid by Client to HeartMasters in any Measurement Year, then either Member may unilaterally cause the Company to terminate such Client Contract in accordance with the Client Contract terms, notwithstanding whether such repayment obligation has been assumed by any other Person. Subject to the exceptions in the prior sentence, no Member shall have authority hereunder to cause the Company to enter into any contact, agreement, commitment or obligation without first obtaining the affirmative vote or written consent of all the Members (which consent could be evidenced by both Member's execution of the contract, agreement or commitment in consideration). The Members shall execute and file an Amendment to the Company's Certificate of Formation in substantially in the form of Exhibit F to reflect the intent of this Section 4.2.
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Limitations on Power of Members. 10 5.2 Performance of Duties; Liability of Members.................. 11 5.3 Devotion of Time............................................. 11 5.4 Acts of Members as Conclusive Evidence of Authority.......... 11 5.5
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Limitations on Power of Members. (a) Subject to the provisions of this Section 4.2 or except as otherwise provided herein, each of the Members shall have the right and responsibility for the management, conduct and operation of the business of the Company in all matters, including the power to do all acts necessary and convenient to or for the furtherance of the purposes described herein; provided, however, that the signature of two or more Members shall be required for contracts not entered into in the ordinary course of business. Notwithstanding the foregoing, unless contemplated by any Annual Business Plan or otherwise contemplated by this Agreement, no
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Limitations on Power of Members. Notwithstanding any other provision of this Agreement, no debt or liability may be contracted on behalf of the Company without the approval of Members holding Majority Interests, but Members holding Majority Interests may delegate any such contractual authority as such Members deem appropriate. Additionally, no Member shall have authority to cause the Company to engage in the following transactions without first obtaining the approval of Members holding seventy five percent (75%) of the Membership Interests:
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Limitations on Power of Members. Notwithstanding any of the foregoing, the consent of a majority of the Members shall be required to undertake the following acts on behalf of the Company:
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Related to Limitations on Power of Members

  • Limitations on Powers Notwithstanding any other provision of this Agreement and any provision of law, the Company shall not engage in any business or activity other than as set forth in this Agreement.

  • Limitations on Rights of Others The provisions of this Agreement are solely for the benefit of the Owner Trustee, the Depositor, the Certificateholder, the Servicer and, to the extent expressly provided herein, the Trustee, the Trust Collateral Agent and the Noteholders, and nothing in this Agreement, whether express or implied, shall be construed to give to any other Person any legal or equitable right, remedy or claim in the Owner Trust Estate or under or in respect of this Agreement or any covenants, conditions or provisions contained herein.

  • Limitations on Investments The Company will not, and will not permit any of its Subsidiaries to, make any Investment other than (i) a Permitted Investment or (ii) an Investment that is made as a Restricted Payment in compliance with Section 4.7 hereof.

  • Limitations on Transferability This Agreement is personal to the Grantee, is non-assignable and is not transferable in any manner, by operation of law or otherwise, other than by will or the laws of descent and distribution.

  • Limitations on Voting Rights (a) Except as expressly provided in this Trust Agreement and in the Indenture and as otherwise required by law, no Holder of Preferred Securities shall have any right to vote or in any manner otherwise control the administration, operation and management of the Trust or the obligations of the parties hereto, nor shall anything herein set forth, or contained in the terms of the Securities Certificates, be construed so as to constitute the Holders from time to time as partners or members of an association.

  • Limitations on Interest It is expressly the intent of Landlord and Tenant at all times to comply with applicable law governing the maximum rate or amount of any interest payable on or in connection with this Lease. If applicable law is ever judicially interpreted so as to render usurious any interest called for under this Lease, or contracted for, charged, taken, reserved, or received with respect to this Lease, then it is Landlord’s and Tenant’s express intent that all excess amounts theretofore collected by Landlord be credited on the applicable obligation (or, if the obligation has been or would thereby be paid in full, refunded to Tenant), and the provisions of this Lease immediately shall be deemed reformed and the amounts thereafter collectible hereunder reduced, without the necessity of the execution of any new document, so as to comply with the applicable law, but so as to permit the recovery of the fullest amount otherwise called for hereunder.

  • Limitations on Rights of Participants A Participant shall not be entitled to receive any greater payment under Section 2.12 or 2.13 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 2.14 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrower, to comply with Section 2.14(e) as though it were a Lender.

  • Limitations on Transfers Federal regulations limit transfers for savings accounts and money market accounts, if applicable. During any statement period, you may not make more than six withdrawals or transfers to another Credit Union account of yours or to a third party by means of a pre-authorized or automatic transfer. This includes transfers by phone, fax, wire and cable, audio response, overdraft transfers to checking and Internet instruction. No more than three of the six transfers may be made by check, draft or debit card, or similar order to a third party. A pre-authorized transfer includes any arrangement with us to pay a third party from your account upon oral or written orders including orders received through the automated clearinghouse (ACH). If you exceed the transfer limitations set forth above in any statement period, the transfer may not be completed, your regular share account and draft account may be subject to a fee, account closure, or suspension or we may revoke your access to Online Banking. We will not be required to complete a withdrawal or transfer from your account(s) if you do not have enough money in the designated account(s) to cover the transaction; however, we may complete the transaction. You agree not to use Online Banking to initiate a transaction that would cause the balance in your designated account(s) to go below zero. If you have a line-of-credit, you agree not to use Online Banking to initiate a transaction that would cause the outstanding balance of your line-of-credit to go above your credit limit. We will not be required to complete such a transaction, but if we do, you agree to pay us the excess amount or improperly withdrawn amount or transferred amount immediately upon our request. We also will refuse to complete your Online Banking transactions if we have canceled your Online Banking access, or we cannot complete the transaction for security reasons. The functions and limitations of Online Banking may be updated, without notice, at the option of the Credit Union in order to provide improved service to the membership.

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