Members. To the extent permitted under Section 00-00-000 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 and 00-00-000 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 3 contracts
Samples: Operating Agreement, Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 Sections 63.160, 63.165, and 63.170 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 63.130 and 00-00-000 63.140 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or Agreement, the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or Agreement, the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this AgreementAgreement and Section 63.140 of the Act.
Appears in 3 contracts
Samples: Limited Liability Company Operating Agreement, Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 0034-00-000 251a of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00Section 34-00-000 and 00-00-000 255f of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 0021-00-000 129 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 0021-00126 and 21-000 and 00-00-000 136 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 0029-00-000 3304 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00Section 29-00-000 and 00-00-000 3301 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 29–803.04 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 29–803.01 and 00-00-000 29–804.07 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 42:2C-30 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 42:2C-27 and 00-00-000 42:2C-37 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00304-00-000 C:23 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00304-00C:47 and 304-000 and 00-00-000 C:52 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 8834 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 and 00-00-000 Section 8831 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement Agreement, the Act or the Act Code specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement Agreement, the Act or the Act Code specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 0053-0019-000 16 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00under Section 53-0019-000 and 00-00-000 15 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 17703.04 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 and 00-00-000 under Section 17703.01 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise expressly authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 0018-00-000 303 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00Section 18-00-000 and 00-00-000 402 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00Sections 23-0018-000 3-1.1, 23-18-3-3, and 23-18-3-5 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00Section 23-0018-000 and 004-00-000 1 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or Agreement, the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or Agreement, the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this AgreementAgreement and Section 23-18-4-1 of the Act.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 and under Section 00-00-000 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise expressly authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 275.150 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 and 00-00-000 Section 275.165 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00Sections 18-002017 and 18-000 2022 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 0018-002013 and 18-000 and 00-00-000 2019 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00Sections 428-00302 and 428-000 303 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00428-00301 and 428-000 and 00-00-000 404 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or Agreement, the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or Agreement, the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this AgreementAgreement and Section 428-301 of the Act.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 183.0304 of the ActLaw, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 183.0401 and 00-00-000 183.0402 of the ActLaw. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act Law specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act Law specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 25.15.126 of the ActCode, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 and 00-00-000 Section 25.15.154 of the ActCode. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act Code specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act Code specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 10.50.265 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 10.50.110 and 00-00-000 10.50.250 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00000-000 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00000-000 and 00-00000-000 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 Sections 12:1314, 12:1315, and 12:1320 of the ActLaw, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 12:1311 and 00-00-000 12:1317 of the ActLaw. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act Law specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act Law specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 0031B-3-00-000 303 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 0031B-3-00301 and 31B-4-000 and 00-00-000 404 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 0010-00-000 10 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00Section 13-00-000 and 00-00-000 5 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or Agreement, the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or Agreement, the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this AgreementAgreement and Section 13-5 of the Act.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section Sections 00-00-000 and 00-00-000 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 and Section 00-00-000 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 489.304 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 and 00-00-000 Section 489.407 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or Agreement, the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or Agreement, the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this AgreementAgreement and Section 489.301 of the Act.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 Sections 1544 and 1559 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 and 00-00-000 under Section 1541 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise expressly authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 1706.26 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 and 00-00-000 Section 1706.18 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 605.0304 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 and 00-00-000 under Section 605.0407 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise expressly authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00Sections 35-008-000 304 and 35-8-306 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00Section 35-008-000 and 00-00-000 301 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 and Section 00-00-000 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or Agreement, the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or Agreement, the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this AgreementAgreement and Section 00-00-000 of the Act.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 0013.1-00-000 1019 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 0013.1-001021.1 and 13.1-000 and 00-00-000 1022 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 450.4501 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 and 00-00-000 Section 450.4401 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 Sections 86.371 and 86.391 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 and 00-00-000 Section 86.291 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 7.001 of the ActCode and Sections 101.114 and 101.401 of the Law, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 101.251, 101.252, and 00-00-000 101.254 of the ActLaw. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or Agreement, the Act Law specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or Agreement, the Act Law specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this AgreementAgreement and Section 101.254 of the Law.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 22 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to under Sections 00-00-000 and 00-00-000 15 or 24 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise expressly authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 609 of the ActLaw, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 408 and 00-00-000 412 of the ActLaw. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act Law specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act Law specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 Sections 10A-5A-3.01 and 10A-5A-4.06 of the ActLaw, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 10A-5A- 3.02 and 00-00-000 10A-5A-4.07 of the ActLaw. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act Law specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act Law specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 0017-00-000 7688 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00Section 17-00-000 and 00-00-000 7693 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Members. To the extent permitted under Section 00-00-000 322C.0304 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 322C.0301 and 00-00-000 322C.0407 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 1 contract
Samples: Operating Agreement
Members. To the extent permitted under Section 00-00-000 3969 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 and 00-00-000 Section 3973 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 1 contract
Samples: Operating Agreement
Members. To the extent permitted under Section 00-00-000 4A-301 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 and 00-00-000 Section 4A-401(a)(3) of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 1 contract
Samples: Operating Agreement
Members. To the extent permitted under Section 00-00-000 4042 of the ActStatutes, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 and 00-00-000 Section 4054 of the ActStatutes. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act Statutes specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act Statutes specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 1 contract
Samples: Operating Agreement
Members. To the extent permitted under Section 007-0080-000 705 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00Section 7-0080-000 and 00-00-000 405 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 1 contract
Samples: Operating Agreement
Members. To the extent permitted under Section 0047-00-000 34A-303 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00Section 47-0034A-301 and 47-000 and 00-00-000 34A-404.1 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 1 contract
Samples: Operating Agreement
Members. To the extent permitted under Section 00-00-000 Sections 15114(B), 15115(I) and 15118 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 15115(A) and 00-00-000 15115(H) of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 1 contract
Samples: Operating Agreement
Members. To the extent permitted under Section 00-00-000 347.057 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00-00-000 347.065 and 00-00-000 347.079 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 1 contract
Samples: Operating Agreement
Members. To the extent permitted under Section 0048-00-000 3a-304 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00Section 48-00-000 and 00-00-000 3a-301 of the Act. The Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, agreement or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent the consent, approval, agreement of other action of all of the Members or of a specific portion of the Members, an affirmative majority vote a Majority Consent shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 1 contract
Members. To the extent permitted under Section 004-0038-000 304 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00Section 1 4-0038-000 and 00-00-000 407 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 1 contract
Samples: Operating Agreement
Members. To the extent permitted under Section 0057D-3-00-000 30 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00Section 57D-3-00-000 and 00-00-000 20 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 1 contract
Samples: Operating Agreement
Members. To the extent permitted under Section 007-0016-000 23 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00Section 7-0016-000 and 00-00-000 14 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 1 contract
Samples: Operating Agreement
Members. To the extent permitted under Section 0010-0032.1-000 26 of the Act, no Member shall be personally liable for the obligations of the Company. Members that are not Managers may not take any part in the control, management, direction, or operation of the Company's affairs and have no power to bind the Company pursuant to Sections 00Section 10-0032.1-000 and 00-00-000 39 of the Act. Members may advise the Managers, but Managers are not required to accept such advice. The Managers have the exclusive right to control and manage the Company, except where this Agreement or the Act specifically requires the consent, approval, agreement, or other action the Members. In such instance, except where this Agreement or the Act specifically requires unanimous consent of the Members or of a specific portion of the Members, an affirmative majority vote shall constitute the consent, approval, agreement or other action of the Members. No Member, in his, her or its capacity as such, shall have authority to act for or bind the Company with respect to any matter not otherwise authorized by the Members or Managers pursuant to the terms of this Agreement.
Appears in 1 contract
Samples: Operating Agreement