Agreement, Effect of Inconsistencies with the Law. For and in consideration of the mutual covenants herein contained, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Managers executing this Operating Agreement and all Members hereby agree to the terms and conditions of this Operating Agreement, as it may from time to time be amended, according to its terms. It is the express intention of the Managers and Members that this Operating Agreement shall govern, even when inconsistent with, or different from, the provisions of the Law or any other law or rule. To the extent any provision of this Operating Agreement is prohibited or ineffective under the Law, this Operating Agreement shall be considered amended to the smallest degree possible in order to make the Operating Agreement effective under the Law. In the event the Law is subsequently amended or interpreted in such way as to make any provision of this Operating Agreement that was formerly invalid valid, such provision shall be considered valid from the effective date of such interpretation or amendment. The Managers and Members hereby agree that each Manager and Member shall be entitled to rely on the provisions of this Operating Agreement, and no Manager or Member shall be liable to the Company or to any Member for any action or refusal to act taken in good faith reliance on the terms of this Operating Agreement. The Members and the Company hereby agree that the duties and obligations imposed on the Managers and Members of the Company as such shall be those set forth in this Operating Agreement, which is intended to govern the relationship among the Company and the Managers and Members, notwithstanding any provision of the Law or common law to the contrary.
Appears in 6 contracts
Samples: Operating Agreement (Opening Night Enterprises, LLC), Operating Agreement (Opening Night Enterprises, LLC), Operating Agreement (Opening Night Enterprises, LLC)