Common use of Duties and Obligations of the Members Clause in Contracts

Duties and Obligations of the Members. (a) The Members shall cause the Company to conduct its Business and operations separate and apart from that of any Member or its Affiliates, including, without limitation, (i) segregating Company assets and not allowing funds or other assets of the Company to be commingled with the funds or other assets of, held by, or registered in the name of, any Member or its Affiliates, (ii) maintaining books and financial records of the Company separate from the books and financial records of any Member or its Affiliates, and observing all Company procedures and formalities, including, without limitation, maintaining minutes of Company meetings and acting on behalf of the Company only pursuant to due authorization of the Members, (iii) causing the Company to pay its liabilities from assets of the Company, and (iv) causing the Company to conduct its dealings with third parties in its own name and as a separate and independent entity.

Appears in 4 contracts

Samples: Operating Agreement (Leucadia National Corp), Operating Agreement (Finova Group Inc), Operating Agreement (Leucadia National Corp)

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