Common use of Restrictions on the Power of the Managers Clause in Contracts

Restrictions on the Power of the Managers. None of the Managers will have the authority to: (a) cause the Company to do any acts in violation of or in breach of any agreement entered into by the Company; (b) take any action in contravention of the Act, the Certificate of Formation or this Agreement; (c) to the fullest extent permitted by Applicable Law, take any action that would make it impossible to carry on the ordinary activities of the Company; (d) knowingly perform any act that would subject the Member or any Holder to loss of limited liability in any jurisdiction; or (e) except as permitted under Section 7.02, take any action to amend or modify the Certificate of Formation or this Agreement.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Mercedes-Benz Auto Receivables Trust 2022-1), Limited Liability Company Agreement (Daimler Trucks Retail Receivables LLC), Limited Liability Company Agreement (Daimler Trust)

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Restrictions on the Power of the Managers. None of the Managers will have the authority to: (a) cause the Company to do any acts in violation of or in breach of any agreement entered into by the Company; (b) take any action in contravention of the Act, the Certificate of Formation or this Agreement; (c) to the fullest extent permitted by Applicable Law, take any action that would make it impossible to carry on the ordinary activities of the Company; (d) knowingly perform any act that would subject the Member or any Holder to loss of limited liability in any jurisdiction; or (e) except as permitted under Section 7.029.1, take any action to amend or modify the Certificate of Formation or this Agreement.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (CAB West LLC), Limited Liability Company Agreement (CAB West LLC)

Restrictions on the Power of the Managers. None of the Managers will have the authority to: (a) cause the Company to do any acts in violation of or in breach of any agreement entered into by the Company; (b) take any action in contravention of the Act, the Certificate of Formation or this Agreement; (c) to the fullest extent permitted by Applicable Law, take any action that would make it impossible to carry on the ordinary activities of the Company; (d) knowingly perform any act that would subject the Member or any Holder to loss of limited liability in any jurisdiction; or (e) except as permitted under Section 7.028.2, take any action to amend or modify the Certificate of Formation or this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (CAB West LLC)

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Restrictions on the Power of the Managers. None The Board of the Managers will shall not have the authority to: (a) cause the Company to do any acts in violation of or in breach of any Basic Document or any other agreement entered into by the Company; (b) take any action in contravention of the Act, the Certificate of Formation or this AgreementAgreement (each as may be amended); (c) to the fullest extent permitted by Applicable Law, take any action that would make it impossible to carry on the ordinary activities business of the Company; (d) admit any Person as a member of the Company; (e) knowingly perform any act that would subject the Member or any Holder to loss of limited liability in any jurisdiction; or (ef) except as permitted under Section 7.029.2, take any action to amend or modify the Certificate of Formation or this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Ford Credit Auto Receivables Two LLC)

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