No Management or Control Sample Clauses
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No Management or Control. The Member shall not take part in or interfere in any manner with the management of the business and affairs of the Company or have any right or authority to act for or bind the Company.
No Management or Control. Except as expressly provided in this Agreement, no Member shall take part in or interfere in any manner with the management of the business and affairs of the Company or have any right or authority to act for or bind the Company notwithstanding Section 18-402 of the Act.
No Management or Control. Except as expressly provided in this Agreement, no Investor (other than a Special Member) as such shall take part in or interfere in any manner with the management of the business and affairs of the Fund or have any right or authority to act for or bind the Fund.
No Management or Control. Except as otherwise provided herein, the Limited Partners, in their capacity as limited partners in the Partnership, shall take no part in the management, control, conduct, or operation of the Partnership and shall have no right or authority to act for or bind the Partnership. The Limited Partners shall have no voting, consent or approval rights other than those rights expressly set forth in this Agreement.
No Management or Control. The Member shall have no power whatsoever with respect to the management of the business and affairs of the Company or have any right or authority to act for or bind the Company.
No Management or Control. Limited Liability; Exercise of Rights through DTC. The Shareholders shall not participate in the management or control of the Trust’s business nor shall they transact any business for the Trust or have the power to sign for or bind the Trust, said power being vested solely and exclusively in the Sponsor. Except as provided in Section 7.03, no Shareholder shall be bound by, or be personally liable for, the expenses, liabilities or obligations of the Trust in excess of its Capital Contribution plus its share of any Trust Estate in which such Shareholder owns a Share and the Trust’s remaining profits, if any. Except as provided in Section 7.03, each Share owned by a Shareholder shall be fully paid and no assessment shall be made against any Shareholder. No salary shall be paid to any Shareholder in its capacity as a Shareholder, nor shall any Shareholder have a drawing account or earn interest on its contribution. By the purchase and acceptance or other lawful delivery and acceptance of Shares, each Beneficial Owner shall be deemed to be a Shareholder and beneficiary of the Trust and vested with beneficial undivided interest in the Trust to the extent of the Shares owned beneficially by such Beneficial Owner, subject to the terms and conditions of this Trust Agreement. The rights of Beneficial Owners under this Trust Agreement must be exercised by DTC Participants acting on their behalf in accordance with the rules and procedures of the Depository, as provided in Section 3.03.
No Management or Control. Limited Liability; Exercise of Rights through an Authorized Participant 26 SECTION 7.2 Rights and Duties 26 SECTION 7.3 Limitation of Liability 27 SECTION 7.4 Derivative Actions 27 SECTION 7.5 Appointment of Agents 28 SECTION 7.6 Business of Shareholders 28 SECTION 7.7 Authorization of Prospectus 28 ARTICLE VIII BOOKS OF ACCOUNT AND REPORTS 28 SECTION 8.1 Books of Account 28 SECTION 8.2 Annual Updates, Quarterly Updates and Account Statements 29 SECTION 8.3 Tax Information 29 SECTION 8.4 Calculation of Ether Holdings 29 SECTION 8.5 Maintenance of Records 29 ARTICLE IX FISCAL YEAR 30 SECTION 9.1 Fiscal Year 30 ARTICLE X AMENDMENT OF TRUST AGREEMENT; MEETINGS 30 SECTION 10.1 Amendments to the Trust Agreement 30 SECTION 10.2 Meetings of the Trust 31 SECTION 10.3 Action Without a Meeting 31 ARTICLE XI TERM 31 SECTION 11.1 Term 31 ARTICLE XII TERMINATION 32 SECTION 12.1 Events Requiring Dissolution of the Trust 32 SECTION 12.2 Distributions on Dissolution 33 SECTION 12.3 Termination; Certificate of Cancellation 33 ARTICLE XIII MISCELLANEOUS 34 SECTION 13.1 Governing Law 34 SECTION 13.2 Provisions In Conflict With Law or Regulations 34 SECTION 13.3 Merger and Consolidation 35 SECTION 13.4 Construction 35 SECTION 13.5 Notices 35 SECTION 13.6 Counterparts; Electronic Signatures 36 SECTION 13.7 Binding Nature of Trust Agreement 36 SECTION 13.8 No Legal Title to Trust Estate 36 SECTION 13.9 Creditors 36 SECTION 13.10 Integration 36 SECTION 13.11 Goodwill; Use of Name 36 SECTION 13.12 Patriot Act Compliance 37 SECTION 13.13 Corporate Transparency Act 37 EXHIBIT A — Form of Certificate of Trust of Fidelity Ethereum Fund This SECOND AMENDED AND RESTATED TRUST AGREEMENT of FIDELITY ETHEREUM FUND is made and entered into as of July 21, 2025 (“Trust Agreement”), by and among FD Funds Management LLC, a Delaware limited liability company (“Sponsor”), CSC Delaware Trust Company, a Delaware corporation, as trustee (“Trustee”), and the SHAREHOLDERS from time to time hereunder.
No Management or Control. Except as expressly provided in this Agreement, no Limited Partner in its capacity as such shall take part in the management of the Partnership’s activities or interfere in any manner with the management of the affairs of the Partnership or have any right or authority to act for or bind the Partnership or have any voting rights with respect to the Partnership.
No Management or Control. Except as expressly provided in this Agreement, no Limited Partner shall take part in or interfere in any manner with the management of the business and affairs of Premier LP or have any right or authority to act for or bind Premier LP.
No Management or Control. Except as otherwise provided in this Agreement, no Stockholder shall, in its capacity as a Stockholder, take part in or interfere in any manner with the management of the business and affairs of the Company or have any right or authority to act for or bind the Company.