Common use of Limitations on Powers of Manager and Officers Clause in Contracts

Limitations on Powers of Manager and Officers. Notwithstanding the authority granted to the Managers and the officers in this Article IV, without the prior written approval of the Member, neither the Managers nor any officer shall have any authority to: (a) Do any act in contravention of the Certificate, this Agreement or the Act; (b) Do any act which would make it impossible to carry on the ordinary business of the Company; (c) Possess Company property, or assign, transfer or pledge the rights of the Company in specific Company property for other than a Company purpose or the benefit of the Company, or commingle the funds of the Company with the funds of any other person; (d) Admit a person as a Member of the Company; (e) Cause or permit the Company to redeem or repurchase Company Interests; (f) Sell all or substantially all of the assets of the Company in a single transaction or series of related transactions; (g) Cause or permit the Company to merge or consolidate with any other entity; or (h) Terminate or dissolve the Company, except as provided in Section 7.2(b).

Limitations on Powers of Manager and Officers. Notwithstanding the authority granted to the Managers and the officers Manager in this Article IV, without the prior written approval of the Member, neither the Managers Manager nor any officer or delegate shall have any authority to: (a) Do any act in contravention of the Certificatearticles of organization, this Agreement or the Act; (b) Do any act which would make it impossible to carry on the ordinary business of the Company; (c) Possess Company property, or assign, transfer or pledge the rights of the Company in specific Company property for other than a Company purpose or the benefit of the Company, or commingle the funds of the Company with the funds of any other person; (d) Admit a person as a Member of the Company; (e) Cause or permit the Company to redeem or repurchase Company Interests; (f) Sell all or substantially all of the assets of the Company in a single transaction or series of related transactions; (g) Cause or permit the Company to merge or consolidate with any other entity; or (h) Terminate or dissolve the Company, except as provided in Section 7.2(b).