Collateral Agent Not a Partner or Limited Liability Company Member Sample Clauses


Collateral Agent Not a Partner or Limited Liability Company Member. Nothing contained in this Agreement shall be construed to make the Collateral Agent or any other Secured Party liable as a member of any limited liability company or as a partner of any partnership and neither the Collateral Agent nor any other Secured Party by virtue of this Agreement or otherwise (except as referred to in the following sentence) shall have any of the duties, obligations or liabilities of a member of any limited liability company or as a partner in any partnership. The parties hereto expressly agree that, unless the Collateral Agent shall become the absolute owner of Pledged Equity consisting of a limited liability company interest or a partnership interest pursuant hereto, this Agreement shall not be construed as creating a partnership or joint venture among the Collateral Agent, any other Secured Party, any Grantor and/or any other Person.


Collateral Agent Not a Partner or Limited Liability Company Member a) Nothing herein shall be construed to make the Collateral Agent or any Debentureholder liable as a member of any limited liability company or as a partner of any partnership and neither the Collateral Agent nor any Debentureholder by virtue of this Agreement or otherwise shall have any of the duties, obligations or liabilities of a member of any limited liability company or partnership. (b) The Collateral Agent, by accepting this Agreement, did not intend to become a member of any limited liability company or a partner of any partnership or otherwise be deemed to be a co-venturer with respect to the Pledgors, any limited liability company, partnership and/or any other Person either before or after an Event of Default shall have occurred. The Collateral Agent shall have only those powers set forth herein and the Debentureholders shall assume none of the duties, obligations or liabilities of a member of any limited liability company or as a partner of any partnership or each Pledgor. (c) To the extent permitted by law, the Collateral Agent and the other Debentureholders shall not be obligated to perform or discharge any obligation of each Pledgor as a result of the pledge hereby effected. (d) To the extent permitted by law, the acceptance by the Collateral Agent of this Agreement, with all the rights, powers, privileges and authority so created, shall not at any time or in any event obligate the Collateral Agent or any Debentureholder to appear in or defend any action or proceeding relating to the Collateral to which it is not a party, or to take any action hereunder or thereunder, or to expend any money or incur any expenses or perform or discharge any obligation, duty or liability under the Collateral.