Common use of No Individual Authority Clause in Contracts

No Individual Authority. Neither Member shall, without the express, prior written consent of the other Member, take any action for or on behalf of or in the name of the Company or other Member, or assume, undertake or enter into any commitment, debt, duty or obligation binding upon the Company, except for (a) actions expressly provided for in this Agreement, (b) actions by either Member within the scope of such authority as may have been granted in this Agreement, and (c) actions Approved by the Members, and any action taken in violation of the foregoing limitation shall be void. Each Member shall indemnify and hold harmless the other Member from and against any and all claims, demands, losses, damages, liabilities, lawsuits and other proceedings, judgments and awards, and costs and expenses (including, but not limited to, reasonable attorneys' fees and all court costs) arising directly or indirectly, in whole or in part, out of any breach of the foregoing provisions by such Member. This provision shall survive dissolution of the Company.

No Individual Authority. Neither Member shall, without the express, prior written consent of the other Member, take any action for or on behalf of or in the name of the Company or other Member, or assume, undertake or enter into any commitment, debt, duty or obligation binding upon the Company, Company except for (a) actions expressly provided for in this Agreement, (b) actions by either a Member within the scope of such its authority as may have been granted in this Agreement, and (c) actions Approved by the MembersMembers or Approved by the Management Committee, and any action taken in violation of the foregoing limitation shall be void. Each Member shall indemnify and hold harmless the other Member and the Company and their respective Affiliates from and against any and all claims, demands, losses, damages, liabilities, lawsuits and other proceedings, judgments and awards, and costs and expenses (including, but not limited to, reasonable attorneys' ’ fees and all court costs) arising directly or indirectly, in whole or in part, out of any breach of the foregoing provisions by such Member, unless and to the extent such Member or Affiliate was acting in good faith. This provision shall survive dissolution of the Company.

No Individual Authority. Neither Member shall, without the express, prior written consent of the other Member, take any action for or on behalf of or in the name of the Company Company, the Partnership or the other Member, or assume, undertake or enter into any commitment, debt, duty or obligation binding upon the CompanyCompany and/or the Partnership, except for (a) actions expressly provided for in this Agreement, (b) actions by either Member within the scope of such authority as may have been granted in this Agreement, and (c) actions Approved by the Members, and any action taken in violation of the foregoing limitation shall be void. Each Member shall indemnify and hold harmless the other Member from and against any and all claims, demands, losses, damages, liabilities, lawsuits and other proceedings, judgments and awards, and costs and expenses (including, but not limited to, reasonable attorneys' fees and all court costs) arising directly or indirectly, in whole or in part, out of any breach of the foregoing provisions by such Member. This provision shall survive dissolution of the Company.