Common use of No Member Recourse Clause in Contracts

No Member Recourse. Notwithstanding anything to the contrary in this Agreement, any indemnity by the Company relating to the matters covered in this Section 12.3 shall be provided out of and to the extent of Company assets only and no Member (unless such Member otherwise agrees in writing or is found in a final, non-appealable decision of a court of competent jurisdiction to have personal liability on account thereof) or any Member’s officers, directors, stockholders, members, partners, employees or Affiliates shall have personal liability on account thereof or shall be required to make additional Capital Contributions to help satisfy such indemnity of the Company.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Darling Ingredients Inc.), Limited Liability Company Agreement (Darling Ingredients Inc.), Limited Liability Company Agreement (Darling International Inc)

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No Member Recourse. Notwithstanding anything Anything herein to the contrary in this Agreementnotwithstanding, any indemnity by the Company relating to the matters covered in this Section 12.3 7.10 shall be provided out of and to the extent of Company assets only and no Member (unless such Member otherwise agrees in writing or is found in a final, non-appealable final decision of a court of competent jurisdiction to have personal liability on account thereof) or any Member’s officers, directors, stockholders, members, partners, employees or Affiliates shall have personal liability on account thereof or shall be required to make additional Capital Contributions to help satisfy such indemnity of the Company.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Jones Energy, Inc.), Limited Liability Company Agreement (Jones Energy, Inc.), Limited Liability Company Agreement (Jones Energy, Inc.)

No Member Recourse. Notwithstanding anything Anything herein to the contrary in this Agreementnotwithstanding, any indemnity by the Company relating to the matters covered in this Section 12.3 7.5 shall be provided out of and to the extent of Company assets only and no Member (unless such Member otherwise agrees in writing or is found in a final, non-appealable final decision of a court of competent jurisdiction to have personal liability on account thereof) or any Member’s officers, directors, stockholders, members, partners, employees or Affiliates shall have personal liability on account thereof or shall be required to make additional Capital Contributions to help satisfy such indemnity of the Company.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Express, Inc.), Limited Liability Company Agreement (Express, Inc.)

No Member Recourse. Notwithstanding anything Anything herein to the contrary in this Agreementnotwithstanding, any indemnity by the Company relating to the matters covered in this Section 12.3 7.7 shall be provided out of and to the extent of Company assets only and no Member (unless such Member otherwise agrees in writing or is found in a final, non-appealable final decision of a court of competent jurisdiction to have personal liability on account thereof) or any Member’s officers, directors, stockholders, members, partners, employees or Affiliates shall have personal liability on account thereof or shall be required to make additional Capital Contributions (beyond any then-existing and unpaid Capital Contribution Commitment) to help satisfy such indemnity of the Company.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Coca Cola Bottling Co Consolidated /De/), Limited Liability Company Agreement (Coca Cola Bottling Co Consolidated /De/)

No Member Recourse. Notwithstanding anything Anything herein to the contrary in this Agreementnotwithstanding, any indemnity by the Company relating to the matters covered in this Section 12.3 6 shall be provided out of and to the extent of Company assets only and no Member (unless such Member otherwise agrees in writing or is found in a final, non-appealable decision of a court of competent jurisdiction to have personal liability on account thereof) or any Member’s officers, directors, stockholders, members, partners, employees or Affiliates the Shareholder shall not have personal liability on account thereof or shall be required to make additional Capital Contributions capital contributions to help satisfy such indemnity of the Company.

Appears in 2 contracts

Samples: Limited Liability Company Operating Agreement (TD Auto Finance LLC), Limited Liability Company Operating Agreement (TD Auto Finance LLC)

No Member Recourse. Notwithstanding anything herein to the contrary in this Agreementcontrary, any indemnity by the Company relating to the matters covered in this Section 12.3 6.7 shall be provided out of and to the extent of Company assets only and no Member (unless such Member otherwise agrees in writing or is found in a final, non-appealable final decision of a court of competent jurisdiction to have personal liability on account thereof) or any Member’s officers, directors, stockholders, members, partners, employees or Affiliates shall have personal liability on account thereof or shall be required to make additional Capital Contributions to help satisfy such indemnity of the Company.

Appears in 2 contracts

Samples: Equity Purchase Agreement (Paperweight Development Corp), Equity Purchase Agreement (Hicks Acquisition CO II, Inc.)

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No Member Recourse. Notwithstanding anything herein to the contrary in this Agreementcontrary, any indemnity by the Company relating to the matters covered in this Section 12.3 6.4 shall be provided out of and to the extent of Company assets only and no Member (unless such Member otherwise agrees in writing or is found in a final, non-appealable final decision of a court of competent jurisdiction to have personal liability on account thereof) or any Member’s officers, directors, stockholders, members, partners, employees or Affiliates shall have personal liability on account thereof or shall be required to make additional Capital Contributions to help satisfy such indemnity of the Company.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (57th Street General Acquisition Corp), Limited Liability Company Agreement (57th Street General Acquisition Corp)

No Member Recourse. Notwithstanding anything Anything herein to the contrary in this Agreementnotwithstanding, any indemnity by the Company relating to the matters covered in this Section 12.3 6.8 shall be provided out of and to the extent of Company assets only and no Member (unless such Member otherwise agrees in writing or is found in a final, non-appealable final decision of a court of competent jurisdiction to have personal liability on account thereof) or any Member’s officers, directors, stockholders, members, partners, employees or Affiliates shall have personal liability on account thereof or shall be required to make additional Capital Contributions to help satisfy such indemnity of the Company.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Chefs' Warehouse Holdings, LLC)

No Member Recourse. Notwithstanding anything Anything herein to the contrary in this Agreementnotwithstanding, any indemnity by the Company relating to the matters covered in this Section 12.3 6.17 shall be provided out of and to the extent of Company assets only and no Member (unless such Member otherwise agrees in writing or is found in a final, non-appealable final decision of a court of competent jurisdiction to have personal liability on account thereof) or any Member’s officers, directors, stockholders, members, partners, employees or Affiliates shall have personal liability on account thereof or shall be required to make additional Capital Contributions to help satisfy such indemnity of the Company.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Internap Corp)

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