ALLOCATIONS TO ADDITIONAL MEMBERS AND SUBSTITUTE MEMBERS Sample Clauses

ALLOCATIONS TO ADDITIONAL MEMBERS AND SUBSTITUTE MEMBERS. No Additional Member or Substitute Member shall be entitled to any retroactive allocation of losses, income or expense deductions incurred by the Company. The Net Profits and Net Losses of the Company for each Accounting Period shall be allocated among the Members in proportion to their respective interests, with the Accounting Period being subject to adjustment pursuant to Section 1.1(a) upon the addition of an Additional or Substitute Member.
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ALLOCATIONS TO ADDITIONAL MEMBERS AND SUBSTITUTE MEMBERS. No Additional Member or Substitute Member shall be entitled to any retroactive allocation of losses, income or expense deductions incurred by the Company.
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ALLOCATIONS TO ADDITIONAL MEMBERS AND SUBSTITUTE MEMBERS. The company can be taxed as a corporation or as a partnership. Our Delaware Operating Agreement Form Packages also include a variety of resolutions and other documents that will assist you with finalizing your LLC. Membership Interest held by such Management Member. All of the members except Shah voted to remove Shah from the company. How Do I Change My Business Name? Member and resources or enclosed with one of the members and objectives of the company other provisions governing the member managed llc operating agreement so severed, and fair value. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware without giving effect to the principles of conflicts of law. It is important to reiterate, as discussed in Section VI. ESU shall have exclusive and complete authority and discretion to manage the operations and affairs of the Branch and to make all decisions regarding the business of the Branch. Board designate, upon reasonable notice to the members of the Board. Indemnitee is not entitled to be indemnified by the Company as authorized hereunder or is not entitled to such expense reimbursement. Any provision which is required or permitted by any section of this chapter to be stated in the bylaws may instead be stated in the certificate of incorporation. Code and the Treasury Regulations thereunder. Operations will be responsible for operations, including technology, of the business of the Company and will perform such other duties as from time to time may be assigned to him by the Board and the President. INTRODUCTION TO LOBAL HOICE OF NTITY FOR OCIALLYRIVEN USINESSESToday, a host of entities masquerade as forbenefit organizations. Articles of Incorporation template for a nonprofit corporation. No other event shall cause a dissolution of the Company. For the first time, the Court found that the Delaware LLC Act imposed fiduciary duties of loyalty and care on LLC managers. Operating Agreement shall not prevent a subsequent act, which would have originally constituted a violation, from having the effect of an original violation. This case arose out of an application by Xxxxxxxxxx for a preliminary injunction, which relief was ultimately granted. Except as otherwise expressly provided herein, nothing contained in this Operating Agreement shall be deemed to constitute a Member an agent or legal representative of the other Members. Internet top level domain names and engaging in any other business or activity neces...
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Related to ALLOCATIONS TO ADDITIONAL MEMBERS AND SUBSTITUTE MEMBERS

  • Additional Members One or more additional members may be admitted to the Company with the consent of the Member. Prior to the admission of any such additional members to the Company, the Member shall amend this Agreement to make such changes as the Member shall determine to reflect the fact that the Company shall have such additional members. Each additional member shall execute and deliver a supplement or counterpart to this Agreement, as necessary.

  • Substitute Members No transferee of all or part of a Member's Membership Interest shall become a substitute Member in place of the transferor unless and until:

  • Membership Interests; Additional Members Holdings is the sole initial Member of the Company as reflected in Exhibit A attached hereto. Additional Persons may be admitted to the Company as Members, and Membership Interests may be issued, on such terms and conditions as the existing Members, voting as a single class, may determine at the time of admission. The terms of admission or issuance must specify the Sharing Ratios applicable thereto and may provide for the creation of different classes or groups of Members or Membership Interests having different (including senior) rights, powers and duties. The Members may reflect the creation of any new class or group in an amendment to this Agreement, indicating the different rights, powers and duties, and such an amendment shall be approved and executed by the Members in accordance with the terms of this Agreement. Any such admission shall be effective only after such new Member has executed and delivered to the Members and the Company an instrument containing the notice address of the new Member, the new Member’s ratification of this Agreement and agreement to be bound by it.

  • Admission of Additional Members One or more additional members of the Company may be admitted to the Company with the written consent of the Member.

  • Allocations to Additional Limited Partners If any Additional Limited Partner is admitted to the Partnership on any day other than the first day of a Fiscal Year, then Net Income, Net Losses, each item thereof and all other items allocable among Partners and Assignees for such Fiscal Year shall be allocated among such Additional Limited Partner and all other Partners and Assignees by taking into account their varying interests during the Fiscal Year in accordance with Section 706(d) of the Code, using the interim closing of the books method (unless the General Partner, in its sole and absolute discretion, elects to adopt a daily, weekly or monthly proration method, in which event Net Income, Net Losses, and each item thereof would be prorated based upon the applicable period selected by the General Partner). Solely for purposes of making such allocations, each of such items for the calendar month in which an admission of any Additional Limited Partner occurs shall be allocated among all the Partners and Assignees including such Additional Limited Partner. All distributions of Available Cash with respect to which the Partnership Record Date is before the date of such admission shall be made solely to Partners and Assignees other than the Additional Limited Partner, and all distributions of Available Cash thereafter shall be made to all the Partners and Assignees including such Additional Limited Partner.

  • Revisions to Allocations to Reflect Issuance of Partnership Interests If the Partnership issues Partnership Interests to the General Partner or any additional Limited Partner pursuant to Article IV, the General Partner shall make such revisions to this Article 6 and Exhibit B as it deems necessary to reflect the terms of the issuance of such Partnership Interests, including making preferential allocations to classes of Partnership Interests that are entitled thereto. Such revisions shall not require the consent or approval of any other Partner.

  • Substituted Members Subject to the provisions of Article X hereof, in connection with the Permitted Transfer of a Unit hereunder, the Permitted Transferee shall become a Substituted Member on the effective date of such Transfer, which effective date shall not be earlier than the date of compliance with the conditions to such Transfer, and such admission shall be shown on the books and records of the Company, including the Schedule of Members.

  • Substitute Member An Assignee who has been admitted to all of the rights of membership pursuant to this Operating Agreement.

  • Substituted Member (a) An assignee of any Units or other interests in the Company of a Member, or any portion thereof, shall become a substituted Member entitled to all the rights of a Member if and only if the assignor gives the assignee such right.

  • Changes in General Partner 7.1 Transfer of the General Partner’s Partnership Interest.

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