Role of Member Sample Clauses

The 'Role of Member' clause defines the specific duties, responsibilities, and expectations assigned to a member within an organization, partnership, or group. It typically outlines the scope of authority, decision-making powers, and obligations such as attending meetings, participating in votes, or contributing to projects. By clearly delineating each member's role, this clause helps prevent misunderstandings, ensures accountability, and facilitates smooth collaboration among all parties involved.
Role of Member. Except as expressly provided in this Agreement, the Member will have no authority to act for or on behalf of the Company or to control the business of the Company. The Member agrees to execute and deliver such instruments as might be required from time to time in the conduct of the Company’s business. If no Manager has been appointed, the Company will be managed by the Member.
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Role of Member. Member warrants and agrees that Member will be the shipper of Member’s Products for all purposes. Member agrees and accepts that OV’s role in the shipment of Products shall be limited to preparing Member’s Products for shipment. Member agrees and accepts that OV shall incur no liability as a result of Member shipping Member’s Products to third parties, and Member further agrees to indemnify, defend and hold OV harmless from and against any damages incurred by OV as a result of OV facilitating the shipment of such Products on Member’s behalf. Member warrants and agrees that Member is familiar with the laws governing the shipment of alcohol and other Products that may be delivered to or shipped from Member’s Vault Space.
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Role of Member. (a) The Member shall not have any right or power to take part in the management or control of the Company or its business and affairs or to act for or bind the Company in any way. Notwithstanding the foregoing, the Member shall have all of the rights and powers specifically set forth in this Agreement and, to the extent not inconsistent with this Agreement, the Act. (b) The Member shall have voting rights solely with respect to matters for which the approval of the Member is affirmatively required by the Act.
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Role of Member. A Member as such shall not take part in or interfere in any manner with the conduct or control of the activities of the Company and shall have no right or authority to act for or bind the Company.
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Role of Member 
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Related to Role of Member

  • Purchase and Sale of Membership Interests Upon the terms and subject to the conditions of this Agreement, at the Closing, Seller will sell, assign, transfer, convey and deliver to Buyer, and Buyer will purchase and receive from Seller, all of the Membership Interests, free and clear of all Liens (other than restrictions on transfer arising under applicable federal and state securities Laws).

  • Admission of Member The Member is deemed admitted as the Member of the Company upon its execution and delivery of this Agreement.

  • Duties of Members Each Member must have a duty as set forth in Exhibit 1 to this agreement. The Members agree that the failure to satisfy a Member’s duties may result in the expulsion or removal of that Member. (a) If a Member fails at their duties for a period of one hundred twenty (120) consecutive days, the Member will lose their membership interest. The start date of the failure must be documented. (b) If a Member fails to do their duties for one hundred twenty (120) days out of any two hundred thirty nine (239) day period, the Company will consider such a failure and whether the Member will be expelled and lose their membership interest in accordance with this Article and Section ▇▇-▇▇-▇▇▇ of the Act. The dates of failure in question must be documented. (c) If a Member disputes the completion of another Member’s duties and attempts to take over that Member’s interest, they must do so in writing by certified delivery to the Member’s residential address as listed in Exhibit 1. If certified delivery is not available, hand delivery by a third party is acceptable. (d) If a Member receives a complaint as described above, the Member must fulfill their established duties within fourteen (14) days. (e) If there is a dispute as to what any Member’s duties are or if those duties are being fulfilled, and the Members have gone through the dispute process outlined in the above subsections (a) through (d) of this Section 4.06, the Members agree to enter into binding mediation or arbitration to decide if the Member’s duties are being performed in compliance with the agreed duties as outlined in Exhibit 1 of this Agreement. If the Members fail to reach an agreement through arbitration or mediation, the Members in dispute agree to file a complaint in the appropriate Court to procure a decision as to the fulfillment of Members’ duties. Upon a decision by the Court that a Member has failed to meet its duties, the Member will assign and forfeit their membership interest to the other remaining Member(s). The assignment of the non-compliant Member’s membership interest will result in a debt owed to the non-compliant Member by the Company. The debt owed to the expelled Member shall be the aggregate sum of any capital contributions submitted to the Company by the expelled Member. (f) The value of the non-compliant Member’s interest being transferred to the remaining Member(s) must be determined before the transfer can be completed. During the course of the transfer, the non-compliant Member will maintain complete powers of membership in the Company. (g) In the event of a dispute of Member’s duties, Members may negotiate an exchange of membership interests for a lesser amount of Member duties, provided that modification is memorialized and attached to Exhibit 1.

  • 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.

  • FINRA Member Shareholders There are no affiliations with any FINRA member firm among the Company’s officers, directors or, to the knowledge of the Company, any five percent (5%) or greater stockholder of the Company, except as set forth in the Registration Statement, the Base Prospectus, any Prospectus Supplement or the Prospectus.