Special Member Powers. Subject to the terms of the Act and as otherwise provided under this Section 5, the Company shall be managed by the Special Member to the extent, and only to the extent, of the matters described in Section 2.6(d) hereof, and any action taken by the Special Member to approve or ratify any action described in Section 2.6(d) shall require the unanimous approval of all the Members (including all the Independent Directors of the Special Member). The Special Member is hereby designated as a manager within the meaning of the Act but shall have only the rights and powers as are set forth in this Section 5.3 and shall not have the authority to bind the Company.
Appears in 5 contracts
Samples: Limited Liability Company Agreement (BMW Fs Securities LLC), Limited Liability Company Agreement (Financial Services Vehicle Trust), Limited Liability Company Agreement (BMW Auto Leasing LLC)
Special Member Powers. Subject to the terms of the Act and as otherwise provided under this Section 5, the Company shall be managed by the Special Member to the extent, and only to the extent, of the matters described in Section 2.6(d) hereof, and any action taken by the Special Member to approve or ratify any action described in Section 2.6(d) shall require the unanimous approval of all the Members (including all the Independent Directors of the Special Member). The Special Member is hereby designated as a manager within the meaning of the Act but shall have only the rights and powers as are set forth in this Section 5.3 and shall not have the authority authority, acting alone or together, to bind the Company.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Franklin Auto Trust 1998 1)