Non-Manager definition
Examples of Non-Manager in a sentence
Upon the resignation, redemption or withdrawal, in whole or in part, by a Non-Manager Member, the Manager Member shall make the appropriate revisions to Schedule A hereto.
Neither the LLC nor any Employee Stockholder or Non-Manager Member shall do anything or take any action which would be inconsistent with the foregoing or with the Manager Member's actions as authorized by the foregoing provisions of this Section 9.5(a).
A Non-Manager Covered Person shall not be personally liable for the return or repayment of all or any portion of the capital or profits of any Shareholder or assignee thereof, it being expressly agreed that any such return of capital or profits made pursuant to this Trust Agreement shall be made solely from the Trust’s assets without any rights of contribution from the Non-Manager Covered Person.
A Non-Manager Covered Person shall not be liable for the acts or omissions of any administrator or other delegatee of the Manager.
Except to the extent expressly provided herein, a Non-Manager Covered Person may engage or be interested in any financial or other transaction with the Trust, the Shareholders or any Affiliate of the Trust or the Shareholders.
Moreover, each Member agrees that the remedies provided herein, are reasonably related to the anticipated loss that the LLC and the Members (including, without limitation, the Manager Member which would be purchasing LLC Interests from a Non-Manager Member) would suffer upon a breach of such provisions.
The LLC and each of the Non-Manager Members shall use all commercially reasonable efforts to cause the LLC and each of the Offshore Funds to comply with this Section 5.
Except as agreed to by the Manager Member, in advance, in a writing making specific reference to this Article III, no Employee Stockholder or Non-Manager Member shall enter into any agreement or arrangement which is inconsistent with the terms and provisions hereof.
No transferee of interests of a Non-Manager Member shall become a Member except in accordance with this Section 5.
Moreover, each Member agrees that the remedies provided herein are reasonably related to the anticipated loss that the LLC (and any Controlled Affiliates thereof) and the Members (including, without limitation, the Manager Member, which would be purchasing LLC Interests from a Non-Manager Member) would suffer upon a breach of such provisions.