Power of Members. The Members shall have the power to exercise any and all rights or powers granted to Members pursuant to the express terms of this Agreement and the Act. Except as otherwise specifically provided by this Agreement or required by the Act, no Member, in its capacity as a Member, shall have the power to act for or on behalf of, or to bind, the Company.
Power of Members. The Members shall have the power to exercise any and all rights or powers granted to Members pursuant to the express terms of this Agreement and the Delaware Act. Except as otherwise specifically provided by this Agreement or required by the Delaware Act, no Member, in its capacity as a Member, shall have the power to act for or on behalf of, or to bind, the Company.
Power of Members. As used herein, the term "Members" ------------------------- shall mean the Initial Member and any other person or entity admitted as a member of the Company in accordance with the terms of the Act and this Agreement. The power of the Members includes all powers, statutory and otherwise, possessed by Members of a limited liability company under the laws of the State of Delaware, including the Act. Unless a greater percentage shall be otherwise expressly required by the Act or by this Agreement, any action or determination that is required to be made by the Members shall require the assent of a majority in interest of the Members at a meeting of the Members or pursuant to a written consent of such Members.
Power of Members. Except as expressly provided in this Agreement or the Act, no Member shall take any part in the management of the business or transact any business for the Company or shall have any power, solely in its capacity as a Member, to sign for, act for, bind, or assume any obligation or responsibility on behalf of, any other Member or the Company. Except as specifically provided in this Agreement, with respect to any action of the Company submitted to a vote of the Members, any Member may vote or refrain from voting for or against any such action of the Company, in such Member’s sole and absolute discretion.
Power of Members. Except as expressly provided in this Agreement or the Act, no Member shall take any part in the management of the business or transact any business for the Company or shall have any power, solely in its capacity as a Member, to sign for, act for, bind, or assume any obligation or responsibility on behalf of, any other Member or the Company; provided, however, that the Members shall have the voting, approval and consent rights as described in this Agreement and as provided under the Act. Except as specifically provided in this Agreement, with respect to any action of the Company submitted to a vote of the Members, any Member may vote or refrain from voting for or against any such action of the Company, in such Member’s sole and absolute discretion.
Power of Members. The Members shall have the power to exercise any and all rights or powers granted to the Members pursuant to the express terms of this Agreement. The approval or consent of the Members shall not be required in order to authorize the taking of any action by the Company and the Members shall have no right to reject, overturn, override, veto or otherwise approve or pass judgment upon any action taken by the Board or an authorized officer of the Company, unless and then only to the extent that, (i) this Agreement shall expressly provide therefor, (ii) such approval or consent shall be required by non-waivable provisions of the Delaware Act or (iii) the Board shall determine that obtaining such approval or consent would be appropriate or desirable. The Members, as such, shall have no power to bind the Company. Except as may otherwise be provided by the Delaware Act, this Agreement or the Certificate of Formation, the affirmative vote of the Members holding a Majority in Interest shall be required for action by the Members.
Power of Members. The Members shall have the power to exercise any and all rights or powers granted to Members pursuant to the express terms of this Agreement. The Members shall elect the Management Committee in accordance with Section 6.3(b). Except as otherwise specifically provided by this Agreement or required by the Act, no Member shall have the power to act for or on behalf of, or to bind, the Company. Notwithstanding the foregoing sentence, all Members shall constitute one class or group of members for purposes of the Act.
Power of Members. 24 Section 7.4 Meetings..........................................24 Section 7.5 Quorum and Voting.................................25 Section 7.6 Actions Without a Meeting.........................25 Section 7.7 Authorized Representatives........................25 Section 7.8 Resignation.......................................26
Power of Members. 26 5.5 Members' Right to Make Certain Additional Investment. . . . .26 5.6 Meetings. . . . . . . . . . . . . . . . . . . . . . . . . . .27 5.7 Voting. . . . . . . . . . . . . . . . . . . . . . . . . . . .27 5.8 Quorum. . . . . . . . . . . . . . . . . . . . . . . . . . . .27 5.9
Power of Members. Except as expressly provided in this Agreement, the Members shall take no part in the management of the business or transact any business for the Company and shall have no power to sign for or bind the Company solely in their capacity as Members; provided, however, that the Members shall have the approval and consent rights as described in this Agreement and as provided under the Delaware Act. Except as specifically provided in this Agreement, with respect to any action of the Company submitted by the Board of Managers to a Vote of the Members, the Members entitled to Vote may Vote or refrain from voting for or against any such action of the Company, in such Member’s sole and absolute discretion, considering such factors as such Member desires, including such Member’s own interests or the direction of any other Person, and such Member shall have no duty or obligation to give any consideration to any interest of or factor affecting the Company or any other Person.
