Non-Managing Members Sample Clauses

Non-Managing Members. No Non-Managing Member, in his, her or its capacity as such, has the authority or power to act for or on behalf of the Company or to take any action or do any thing that would be binding on the Company, or to make any expenditures or incur any indebtedness in the name or on behalf of the Company. The Non-Managing Members (or any class, designation or other subset of the Non-Managing Members) shall have only such rights of consent or approval as are expressly reserved for them by this Agreement or the Act.
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Non-Managing Members. The Non-Managing Members shall provide such information to the Company as the Managing Member shall reasonably request.
Sample 1
Non-Managing Members. The Corporate Manager shall not be liable for monetary damages for losses sustained, liabilities incurred or benefits not derived by Non-Managing Members in connection with such decisions, provided that the Corporate Manager has acted in good faith.
Sample 1
Non-Managing Members. Non-Managing Members shall be reimbursed for expenses incurred on behalf of the Company only with the approval of the Managing Members, which approval may be withheld by such Managing Members in their sole and absolute discretion.
Sample 1
Non-Managing Members. Except as expressly set forth in this Agreement, as set forth in the terms of applicable employment agreements between the Company and any Member or as otherwise delegated to a Member by the Board, or as required by the Certificate or applicable law (including the Act), the Non-Managing Members will have no power to participate in the management of the Company. Unless expressly and duly authorized in writing to do so by the Board, no Non-Managing Member will have any power or authority to bind or act on behalf of the Company in any way, to pledge its credit, or to render it liable for any purpose.
Sample 1
Non-Managing Members. (A) The initial Capital Commitment of the initial Class A Member shall be $200 million, and the Capital Commitment of the Class A Members shall at all times be equal to $200 million less the amount of Capital Contributions made by the Class A Members pursuant to the terms of this Agreement.
Sample 1
Non-Managing Members. Notwithstanding anything to the contrary in the LLC Agreement, upon the effectiveness of this Amendment, the only Non-Managing Members of the Company are New Member and each of the Non-Managing Members identified on the signature page hereto.
Sample 1
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Non-Managing Members. Each of the Class A Members listed on Exhibit A-1, attached hereto has each previously contributed to the Company that amount of cash as is set forth opposite each of their respective names on Exhibit A-1, attached hereto. In consideration for such Capital Contributions, such Persons each have previously been issued that number of Class A Units as is set forth opposite each of their respective names on Exhibit A-1, attached hereto. Each such Class A Member shall continue to own and hold that number of Class A Units as is set forth opposite each of their respective names on such Exhibit A-1.
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Non-Managing Members 
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Related to Non-Managing Members

  • Managing Member Unless otherwise expressly provided in this Agreement, the Managing Member or any of its Affiliates who hold any Interests shall not be entitled to vote in its capacity as holder of such Interests on matters submitted to the Members for approval, and no such Interests shall be deemed Outstanding for purposes of any such vote.

  • Committee Members See Section 3.5(a). -----------------

  • Initial Members The initial Members of the LLC, their initial capital contributions, and their percentage interest in the LLC are as follows: Members Percentage Interest in LLC Capital Contribution (If any)

  • General Partner (a) The business, property and affairs of the Partnership shall be managed under the sole, absolute and exclusive direction of the General Partner, which may from time to time delegate authority to officers or to others to act on behalf of the Partnership.

  • New Members No person may be admitted as a member of the Company without the approval of the Member.

  • INVESTMENT MANAGERS Third party investment managers that manage and direct the investment activities of Investment Funds or are retained to manage and invest a designated portion of the assets of the Master Fund.

  • Members (a) A Person shall be admitted as a Member and shall become bound by, and shall be deemed to have agreed to be bound by, the terms of this Agreement if such Person purchases or otherwise lawfully acquires any Share, and such Person shall become the Record Holder of such Share, in accordance with the provisions of this Agreement. A Member may be a Class A Member, a Class B Member and or Class C Member, and, in such case, shall have the rights and obligation accorded to the Class A Ordinary Shares with respect to such Class A Ordinary Shares or the rights and obligation accorded to the Class A Preferred Shares with respect to such Class A Preferred Shares, as applicable, the rights and obligations accorded to the Class B Ordinary Shares with respect to such Class B Ordinary Shares and the rights and obligations accorded to the Class C Ordinary Share with respect to such Class C Ordinary Share. A Person may become a Record Holder without the consent or approval of any of the Members and without physical execution of this Agreement. A Person may not become a Member without acquiring a Share.

  • General Partners Each Plains Entity or GP Entity that serves as a general partner of another Plains Entity or GP Entity has full corporate or limited liability company power and authority, as the case may be, to serve as general partner of such Plains Entity or GP Entity, in each case in all material respects, as disclosed in the Pricing Disclosure Package and the Prospectus.

  • The Members Members are the owners of the Company. Members are not entitled to compensation for services furnished to the Company in the Member’s capacity as a Member. The name and residential address of each Member is contained in Exhibit 1 attached to this Agreement. Each Member’s initial membership interest is the percentage set forth in Exhibit 1. An unauthorized transfer of a Member’s interest could create a substantial hardship for the Company. Consequently, the Members agree to the restrictions and procedures affecting the ownership and transfer of the Members’ interests as identified in Article VII. The Members acknowledge these restrictions are not intended to penalize, but rather are intended to protect and preserve the existing trust-based relationships, the Company’s capital, and the Company’s financial ability to continue its operations.

  • Committee Membership 1. Local representatives on committees specifically established by this Collective Agreement shall be appointed by the local.

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