Duties of the Managers. Each Manager shall do the following:
Duties of the Managers. The Managers shall perform their duties in good faith, in a manner they reasonably believe to be in the best interests of the Company and with such care as an ordinarily prudent person in a like position would use under similar circumstances. Managers who so perform their duties shall not have any liability by reason of being or having been a Manager of the Company. The Managers shall be entitled to rely on information, opinions, reports or statements of accountants, attorneys, professional consultants or other advisors unless they have knowledge concerning the matter in question which would cause such a reliance to be unwarranted. No Manager shall have authority to do any act in contravention of the Articles or this Agreement. A Manager shall be an agent of the Company for the purpose of its business and the act of a Manager, including the execution in the name of the Company of any instrument for apparently carrying on in the usual way the business of the Company, shall bind the Company unless such Manager lacks the authority to act for the Company and the person with whom he is dealing has knowledge of the fact that he has no such authority. No debt shall be contracted or liability incurred by or on behalf of the Company except by a Manager.
Duties of the Managers. Except to the extent otherwise restricted pursuant to Section 4.03 of this Operating Agreement or the Delaware LLC Act, the Managers shall have full and complete authority to manage and control the day-to-day business and affairs of the Company, to make all decisions regarding those matters and to perform any and all other acts or activities customary or incident to the management of the Company’s business. All decisions of the Managers shall be made by majority approval.
Duties of the Managers. Each Manager shall perform his duties in good faith, in a manner he reasonably believes to be in the best interests of the Company and with such care as an ordinarily prudent person in a like position would use under similar circumstances. In performing his duties, each Manager shall be entitled to rely on information, opinions, reports or statements, including financial statements and other financial data, in each case, prepared and presented by one or more agents or employees of the Company whom the Manager reasonably believes to be reliable and competent in the matters presented or counsel, public accountants or other Persons as to matters which the Manager reasonably believes to be within such Person’s professional or expert competence. No Manager shall be liable for actions taken as a manager of the Company, or for a failure to take actions, if he performed his duties in compliance with this Section 7.3.
Duties of the Managers. The Managers will devote such time, effort and skill in the management of the Company’s business affairs as each deems necessary and proper for the Company’s welfare and success. Each Manager shall discharge his duties as a Manager in accordance with the standards of conduct set forth in Section 608.4225 of the Act. Subject to any restrictions contained in a Manager’s employment or noncompetition agreement with the Company or the provisions of this Agreement, if any, a Manager may engage in and/or possess an interest in other business ventures of any nature or description, independently or with others, so long as such business ventures are not in competition with the Company, and neither the Company nor its Members will have any right by virtue of this Agreement in or to any independent venture of any of the Managers or any income or profits derived therefrom. Notwithstanding the foregoing, the Founding Managers may continue to engage in the businesses described on Schedule 4.11, or in any other business venture approved in writing by the Manager appointed by the Investor, so long as the Founding Managers are able to fulfill their respective duties as set forth in their Employment Agreements (as such term is defined in the Purchase Agreement).
Duties of the Managers. Except as otherwise set forth in this Agreement, each Manager shall owe the same fiduciary duties to the Company and its Member that such individual would owe to an Illinois corporation and its shareholders as a member of the board of directors of such Illinois corporation; provided that, to the maximum extent permitted by the Act, such duties shall not include any requirement that the Company be offered an opportunity to participate in any business opportunity that is presented to any Manager.
Duties of the Managers. The Managers shall carry out their duties in accordance with its good faith business judgment of the best interests of the Company. The Managers shall execute and cause to be filed original or amended documents and shall take any and all other actions as may be reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Nevada and any other states or jurisdictions in which the Company engages in business.
Duties of the Managers. The Managers shall devote such time, effort, and skill to the Company's business affairs as they deem necessary and proper for the Company's welfare and success. The Members expressly recognize that the Managers have other business activities and agree that the Managers and their affiliates, employees, and agents, as the case may be, shall not be bound to devote all of their business time to the affairs of the Company, and the Managers or their affiliates may engage for their own account and for the accounts of others in other businesses or activities.
Duties of the Managers. The Managers shall devote such time and attention as shall be appropriate to manage and supervise the Company's business properly and efficiently, and shall take all such actions as shall be prudent and appropriate for the proper management and supervision of the business of the Company and the accomplishment of its purposes.
Duties of the Managers. The Managers, or the Member acting in such capacity, shall perform its duties as Managers in good faith and in a manner necessary and convenient to carry out the business and affairs of the Company and in a manner it reasonably believes to be in the best interests of the Company, and with such care as an ordinarily prudent person in a like position would use under similar circumstances.
