Members and Board. The business and affairs of the Company shall be managed by the Board, which shall possess all rights and powers which are possessed by managers under the Delaware LLC Act and otherwise by law, pursuant to Section 18-402 of the Delaware LLC Act, subject to the provisions of this Agreement. Except as otherwise expressly provided for herein, the Member hereby consents to the exercise by the Board of all such powers and rights conferred on it by the Delaware LLC Act or otherwise by Applicable Law with respect to the management and control of the Company. No Member and no Director, in its capacity as such, shall have any power to act for, sign for, or do any act that would bind the Company. Each Member acknowledges and agrees that no Member shall, in its capacity as a Member (but not in his capacity as an employee of the Company and its subsidiaries), be bound to devote all of such Member's business time to the affairs of the Company, and that each Member (other than the Management Members) and such Member's Affiliates do and will continue to engage for such Member's own account and for the account of others in other business ventures. To the fullest extent permitted by Applicable Law, each Director shall have such rights and duties as are applicable to directors of a Corporation.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Holly Energy Partners Lp)
Members and Board. The business and affairs of the Company shall be managed by the Board, which shall possess all rights and powers which are possessed by managers under the Delaware LLC Act and otherwise by law, pursuant to Section 18-402 of the Delaware LLC Act, subject to the provisions of this Agreement. Except as otherwise expressly provided for herein, the Member Members hereby consents consent to the exercise by the Board of all such powers and rights conferred on it them by the Delaware LLC Act or otherwise by Applicable Law law with respect to the management and control of the Company. No Member and no Director, in its capacity as such, shall have any power to act for, sign for, or do any act that would bind the Company. Each Member acknowledges and agrees that no Member shall, in its capacity as a Member (but not in his capacity as an employee of the Company and its subsidiaries), be bound to devote all of such Member's business time to the affairs of the Company, and that each Member (other than the Management Members) and such Member's Affiliates do and will continue to engage for such Member's own account and for the account of others in other business ventures. To the fullest extent permitted by Applicable Law, each Director shall have such rights and duties as are applicable to directors of a Corporation.
Appears in 1 contract
Samples: Limited Liability Company Agreement (K-Sea Tranportation Partners Lp)
Members and Board. The Members, acting through the Board, shall manage and control the business and affairs of the Company shall be managed by the BoardCompany, which and shall possess all rights and powers which are possessed by managers under as provided in the Delaware LLC Act and otherwise by law, pursuant to Section 18-402 of the Delaware LLC Act, subject to the provisions of this Agreement. Except as otherwise expressly provided for herein, the Member Members hereby consents consent to the exercise by the Board of all such powers and rights conferred on it them by the Delaware LLC Act or otherwise by Applicable Law law with respect to the management and control of the Company. No Member and no DirectorRepresentative, in its capacity as such, shall have any power to act for, sign for, or do any act that would bind the Company. The Members, acting through the Board, shall devote such time and effort to the affairs of the Company as they may deem appropriate for the oversight of the management and affairs of the Company. Each Member acknowledges and agrees that no Member shall, in its capacity as a Member (but not in his capacity as an employee of the Company and its subsidiaries)Member, be bound to devote all of such Member's business time to the affairs of the Company, and that each Member (other than the Management Members) and such Member's Affiliates do and will continue to engage for such Member's own account and for the account of others in other business ventures. To the fullest extent permitted by Applicable Law, each Director Representative shall have such rights and duties as are applicable to directors of a Corporation.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Acl Capital Corp)
Members and Board. The Board shall manage and control the business and affairs of the Company shall be managed by the BoardCompany, which and shall possess all rights and powers which are possessed by managers under as provided in the Delaware LLC Act and otherwise by law, pursuant to Section 18-402 . Each Representative shall constitute a "manager" of the Delaware LLC Company within the meaning of the Act, subject to the provisions of this Agreement. Except as otherwise expressly provided for herein, the Member Members hereby consents consent to the exercise by the Board of all such powers and rights conferred on it them by the Delaware LLC Act or otherwise by Applicable Law law with respect to the management and control of the Company. No Member Member, no manager and no DirectorRepresentative, in its capacity as such, shall have any power to act for, sign for, or do any act that would bind the Company. The Members, acting through the Board, shall devote such time and effort to the affairs of the Company as they may deem appropriate for the oversight of the management and affairs of the Company. Each Member acknowledges and agrees that no Member shall, in its capacity as a Member (but not in his capacity as an employee of the Company and its subsidiaries)Member, be bound to devote all of such Member's business time to the affairs of the Company, and that each Member (other than the Management Members) and such Member's Affiliates do and will continue to engage for such Member's own account and for the account of others in other business ventures. To the fullest extent permitted by Applicable Law, except as otherwise expressly provided in Section 7.5, each Director Representative shall have such rights and duties as are applicable to directors of a Corporation.
Appears in 1 contract
Samples: Limited Liability Company Agreement (American Commercial Lines LLC)
Members and Board. The Board shall manage and control the business and affairs of the Company shall be managed by the BoardCompany, which and shall possess all rights and powers which are possessed by of managers under as provided in the Delaware LLC Act and otherwise by law, pursuant to Section 18-402 of the Delaware LLC Act, subject to the provisions of this Agreement. Except as otherwise expressly provided for herein, the Member Members hereby consents consent to the exercise by the Board of all such powers and rights conferred on it them by the Delaware LLC Act or otherwise by Applicable Law law with respect to the management and control of the Company. No Member and no DirectorRepresentative, in its capacity as such, shall have any power to act for, sign for, or do any act that would bind the Company. The Board shall devote such time and effort to the affairs of the Company as they may deem appropriate for the oversight of the management and affairs of the Company. Each Member acknowledges and agrees that no Member shall, in its capacity as a Member (but not in his capacity as an employee of the Company and its subsidiaries)Member, be bound to devote all of such Member's business time to the affairs of the Company, and that each Member (other than the Management Members) and such Member's Affiliates do and will continue to engage for such Member's own account and for the account of others in other business ventures. To the fullest extent permitted by Applicable Law, each Director Representative shall have such rights and duties as are applicable to directors of a Corporation.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Vertex Aerospace Inc)