Common use of Management by Member Clause in Contracts

Management by Member. The management of the Company is fully reserved to the Member, and the Company shall not have "managers," as that term is used in the Act. The powers of the Company shall be exercised by or under the authority of, and the business and affairs of the Company shall be managed under the direction of, the Member, who shall make all decisions and take all actions for the Company. In managing the business and affairs of the Company and exercising its powers, the Member shall act through resolutions adopted in written consents. Decisions or actions taken by the Member in accordance with this Agreement shall constitute decisions or action by the Company and shall be binding on the Company. Notwithstanding the foregoing, the Member shall not take any action in violation of the Limited Liability Company Agreement of Armkel, LLC, dated as of August 27, 2001, as such agreement may be amended from time to time.

Appears in 7 contracts

Samples: Limited Liability Company Agreement (Armkel LLC), Limited Liability Company Agreement (Armkel LLC), Limited Liability Company Agreement (Armkel LLC)

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Management by Member. The management of the Company is fully reserved to the Member, and the Company shall not have "managers," as that term is used in the Act. The powers of the Company shall be exercised by or under the authority of, and the business and affairs of the Company shall be managed under the direction of, the Member, who shall make all decisions and take all actions for the Company. In managing the business and affairs of the Company and exercising its powers, the Member shall act through resolutions adopted at meetings or in actions by written consentsconsent. Decisions or actions taken by the Member in accordance with this Agreement shall constitute decisions or action by the Company and shall be binding on the Company. Notwithstanding the foregoing, the Member shall not take any action in violation of the Limited Liability Company Agreement of Armkel, LLC, dated as of August 27, 2001, as such agreement may be amended from time to time.

Appears in 6 contracts

Samples: Limited Liability Company Agreement (MRS Fields Financing Co Inc), Limited Liability Company Agreement (MRS Fields Financing Co Inc), Limited Liability Company Agreement (MRS Fields Financing Co Inc)

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