WHICH IS TRUE ABOUT LIMITED LIABILITY COMAPNIES WHERE THE RESTRICTIONS ON THE AUTHORITY OF MANAGERS ARE SET FORTH IN AN OPERATING AGREEMENT

IT MAY NOT BE SUFFICIENT TO PROTECT THE LLC AGAINST THIRD PARTIESWITHOUT KNOWLEDGE OF RESTRICTIONS

NONMANAGERS MEMBERS CANNOT BIND THE LLC

THE MANGERS CANNOT BIND THE LLC WITHOUT UNANIMOUS APPROVED VOTE OF THE MEMBERS

THESE RESTRICTIONS ARE NOT BINDING ON THE MANAGERS