Common use of Filings; Agent for Service of Process Clause in Contracts

Filings; Agent for Service of Process. (a) The Members shall promptly after the execution of this Agreement cause the Certificate of Formation to be filed in the Office of the Secretary of State of the State of Delaware in accordance with the provisions of the Act. The Management Committee shall take, or cause to be taken, any and all actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments and publications as may be required by law, including, without limitation, action to reflect: (i) A change in the Company name, (ii) A correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, or (iii) A change in the time for dissolution of the Company if approved by the Members as evidenced by an amendment to this Agreement (approved as provided herein). (b) The Members and the Management Committee shall execute and cause to be filed original or amended certificates 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 or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company or any successor as appointed by the Members in accordance with the Act. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 11, the Management Committee (and, if necessary and requested by the Management Committee, the Members) shall promptly execute and cause to be filed certificates of cancellation, statements of intent to dissolve and articles of dissolution in accordance with the Act and the laws of any other jurisdictions in which the Management Committee deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members shall promptly after the execution of this Agreement cause the Certificate of Formation to be the Company has been filed in the Office office of the Secretary of State of the State of Delaware in accordance with the provisions of the Act. The Management Committee Manager shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments and publications as may be required by law, including, without limitation, action to reflect: (i) A change in the Company name, (ii) A reflect a correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, or (iii) A change in the time for dissolution of the Company if approved by the Members as evidenced by an amendment to this Agreement (approved as provided herein). (b) The Members and the Management Committee Manager shall execute and cause to be filed original or amended certificates 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 or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company Service Company, 0000 Xxxxxxxxxxx Xxxx, Xxxxxxxxxx, Xxx Xxxxxx Xxxxxx, Xxxxxxxx 00000 or any successor as appointed by the Members in accordance with the ActManager. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 11Article XII, the Management Committee (and, if necessary and requested by the Management Committee, the Members) Manager shall promptly execute and cause to be filed certificates a Certificate of cancellation, statements of intent to dissolve and articles of dissolution Cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee Manager deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members shall promptly after the execution GMOI, or an agent of this Agreement GMOI, was authorized to execute and cause the Certificate of Formation to be filed in the Office office of the Secretary of State of the State of Delaware as an authorized person within the meaning of, and otherwise in accordance with the provisions of with, the Act. The Management Committee Managing Member shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation preparation, execution, and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments instruments, and publications as may be required by law, including, without limitation, including action to reflect: (i) A change in the Company name,; (ii) A correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, ; or (iii) A change in the time for dissolution of the Company if approved by as stated in the Members as evidenced by an amendment to Certificate of Formation and in this Agreement (approved as provided herein)Agreement. (b) The Members and the Management Committee Managing Member shall execute and cause to be filed original or amended certificates 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 or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company or any successor as appointed by the Members in accordance with the Act. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 1113, the Management Committee (andLiquidator, if necessary and requested by as an authorized person within the Management Committeemeaning of the Act, the Members) shall promptly execute and cause to be filed certificates a Certificate of cancellation, statements of intent to dissolve and articles of dissolution Cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee Liquidator deems such filing or any similar filing to be necessary or advisable.

Filings; Agent for Service of Process. (a) The Members shall promptly after Company was formed as a limited liability company pursuant to the execution provisions of this Agreement cause the Act by the filing of the Certificate of Formation to be filed in for the Office of Company with the Secretary of State of the State of Delaware in accordance with the provisions of the Acton July 3rd, 2007. The Management Committee Members hereby adopt, confirm and ratify said Certificate. The Managing Member shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation preparation, execution, and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments instruments, and publications as may be required by law, including, without limitation, including action to reflect: (i) A change in the Company name,; (ii) A correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, ; or (iii) A change in the time for dissolution of the Company if approved by as stated in the Members as evidenced by an amendment to Certificate and in this Agreement (approved as provided herein)Agreement. (b) The Members and the Management Committee Managing Member shall execute and cause to be filed original or amended certificates 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 or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company or any successor as appointed by the Members in accordance with the Act. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 11Article XII, the Management Committee (andLiquidator, if necessary and requested by as an authorized person within the Management Committeemeaning of the Act, the Members) shall promptly execute and cause to be filed certificates a Certificate of cancellation, statements of intent to dissolve and articles of dissolution Cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee Liquidator deems such filing or any similar filing to be necessary or advisable.

Filings; Agent for Service of Process. (a) The Members Directors are hereby severally authorized to and at least one of them shall promptly after the execution of this Agreement cause the Certificate of Formation to be filed in the Office office of the Secretary of State of the State of Delaware in accordance with the provisions of the Act. The Management Committee Board of Directors shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Joint Sales Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments and publications as may be required by law, including, without limitation, action to reflect: (i) A a change in the Joint Sales Company name,; or (ii) A a correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, or (iii) A change in the time for dissolution of the Company if approved by the Members as evidenced by an amendment to this Agreement (approved as provided herein). (b) The Members and the Management Committee Board of Directors shall execute and cause to be filed original or amended certificates and shall take any and all other actions as may be reasonably necessary to perfect and maintain the status of the Joint Sales Company as a limited liability company or similar type of entity under the laws of any other jurisdictions in which the Joint Sales Company engages in business.. * CONFIDENTIAL TREATMENT REQUESTED (c) The registered agent for service of process on the Joint Sales Company in the State of Delaware shall be The Corporation Trust Company Company, or any successor as appointed by the Members in accordance with the Act. (d) Upon the dissolution and completion of the winding up and liquidation of the Joint Sales Company in accordance with Section 1112, the Management Committee (and, if necessary and requested by the Management Committee, the Members) Board of Directors shall promptly execute and cause to be filed certificates a certificate of cancellation, statements of intent to dissolve and articles of dissolution cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee Board of Directors deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members shall promptly after the execution of this Agreement cause the Certificate of Formation to be filed in the Office of the Secretary of State of the State of Delaware in accordance with the provisions of the Act. The Management Committee shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments instruments, and publications as may be required by law, including, without limitation, action to reflect: (i) A change in the Company name,; (ii) A correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it the Certificate shall accurately represent the agreement among the Members, ; or (iii) A change in the time for dissolution of the Company if approved by as stated in the Members as evidenced by an amendment to Certificate and in this Agreement (approved as provided herein)Agreement. (b) The Members and the Management Committee shall execute and cause to be filed original or amended certificates 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 or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company [INSERT: name of registered agent] or any successor as appointed by the Members in accordance with the Act. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 11Article XII, the Management Committee (and, if necessary and requested by the Management Committee, the Members) shall promptly execute and cause to be filed certificates a certificate of cancellation, statements of intent to dissolve and articles of dissolution cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members Managing Member is hereby authorized to and shall promptly after the execution of this Agreement execute and cause the Certificate of Formation to be filed in the Office office of the Secretary of State of the State of Delaware in accordance with as an authorized person within the provisions meaning of the Act. The Management Committee Managing Member shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments instruments, and publications as may be required by law, including, without limitation, action to reflect: (i) A change in the Company name, ; or (ii) A correction of false or erroneous statements in the Certificate of Formation or the desire of the Members Managing Member to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, or (iii) A change in the time for dissolution of the Company if approved by the Members as evidenced by an amendment to this Agreement (approved as provided herein). (b) The Members and the Management Committee Managing Member shall execute and cause to be filed original or amended certificates 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 or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. . (c) The registered agent for service of process on the Company in the State of Delaware shall be The the Corporation Trust Service Company or any successor as appointed by the Members in accordance with the ActMembers. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 11, the Management Committee (andLiquidator, if necessary and requested by as an authorized person within the Management Committeemeaning of the Act, the Members) shall promptly execute and cause to be filed certificates a Certificate of cancellation, statements of intent to dissolve and articles of dissolution Cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee Liquidator deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members shall promptly after Subject to Section 5.04 hereof, the execution Board of this Agreement cause the Certificate of Formation to be filed in the Office of the Secretary of State of the State of Delaware in accordance with the provisions of the Act. The Management Committee shall take, or cause to be taken, Managers may take any and all actions it determines to be reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments and publications as may be required by law, including, without limitation, action to reflect: (i) A a change in the Company name,; or (ii) A a correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, or (iii) A change in the time for dissolution of the Company if approved by the Members as evidenced by an amendment to this Agreement (approved as provided herein). (b) The Members and the Management Committee shall execute and Board of Managers may cause to be filed executed and filed, original or amended certificates and shall take any and all other actions as may it determines to be reasonably necessary to perfect and maintain the status of the Company as a limited liability company or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The CT Corporation Trust Company System or any successor as thereto appointed by the Members Board of Managers in accordance with the Act. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 11this Agreement, the Management Committee (and, if necessary and requested by the Management Committee, the Members) Board of Managers shall promptly execute and cause to be executed and filed certificates a certificate of cancellation, statements of intent to dissolve and articles of dissolution cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee Board of Managers deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members shall promptly after the execution of this Agreement IMS AG was authorized to execute and cause the Certificate of Formation effective as of March 17, 2005 (the “Certificate”) to be filed in the Office office of the Secretary of State of the State of Delaware in accordance with as an authorized person within the provisions meaning of the Act. The Management Committee Managing Member shall take, or cause to be taken, take any and all actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of DelawareDelaware or any other states in which the Company is engaged in business, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments and publications as may be required by law, including, including without limitation, action to reflect: (i) A change in the Company name,; or (ii) A correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, or (iii) A change in the time for dissolution of the Company if approved by the Members as evidenced by an amendment to this Agreement (approved as provided herein)Certificate. (b) The Members and the Management Committee shall execute and cause to be filed original or amended certificates 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 or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company Company, Corporation Trust Center, 0000 Xxxxxx Xxxxxx, Xxxxxxxxxx, Xxx Xxxxxx Xxxxxx, Xxxxxxxx 00000, or any successor as appointed by the Members in accordance with the ActManaging Member. (dc) Upon the dissolution and completion of the winding up and liquidation of the Company Company, in accordance with Section 11Article XII, the Management Committee Managing Member (andor, if necessary and requested by in the Management Committeeevent there is no remaining Managing Member, the Membersany Person appointed pursuant to Section 12.09 hereof) shall promptly execute and cause to be filed certificates of cancellation, statements of intent to dissolve and articles of dissolution cancellation in accordance with the Act and the laws of any other states or jurisdictions in which the Management Committee Managing Member or such other appointed Person, as the case may be, deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members Board of Managers shall promptly after the execution of this Agreement cause the Certificate of Formation to be filed in the Office of the Secretary of State of the State of Delaware in accordance with the provisions of the Act. The Management Committee shall take, take or cause to be taken, taken any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments and publications as may be required by law, including, without limitation, action to reflect: (i) A a change in the Company name,; (ii) A a correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, ; or (iii) A a change in the time for dissolution of the Company if approved by as stated in the Members as evidenced by an amendment to Certificate and/or in this Agreement (approved as provided herein)Agreement. (b) The Members and the Management Committee Board of Managers shall execute (or cause to be executed) and cause to be filed original or amended certificates 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 or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company or any successor as appointed by the Members Board of Managers in accordance with the Act. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 1112, the Management Committee (and, if necessary and requested by the Management Committee, the Members) Board of Managers shall promptly execute (or cause to be executed) and cause to be filed certificates a Certificate of cancellation, statements of intent to dissolve and articles of dissolution Cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee Board of Managers deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members Board of Managers are hereby authorized to and shall promptly after the execution of this Agreement cause the Certificate of Formation to be filed in the Office office of the Secretary of State of the State of Delaware in accordance with the provisions of the Act. The Management Committee Managers shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments and publications as may be required by law, including, without limitation, action to reflect: (i) A a change in the Company name,; (ii) A a correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, ; or (iii) A a change in the time for dissolution of the Company if approved by as stated in the Members as evidenced by an amendment to Certificate and in this Agreement (approved as provided herein)Agreement. (b) The Members and the Management Committee Board of Managers shall execute and cause to be filed original or amended certificates 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 or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company National Registered Agents, Inc. or any successor as appointed by the Members in accordance with the Act. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 1113, the Management Committee (and, if necessary and requested by the Management Committee, the Members) Board of Managers shall promptly execute cause to be executed and cause to be filed certificates a certificate of cancellation, statements of intent to dissolve and articles of dissolution cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee deems Board of Managers deem such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members shall promptly after the execution of this Agreement IMS AG was authorized to execute and cause the Certificate of Formation effective as of the date hereof (the “Certificate”) to be filed in the Office office of the Secretary of State of the State of Delaware in accordance with as an authorized person within the provisions meaning of the Act. The Management Committee Managing Member shall take, or cause to be taken, take any and all actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of DelawareDelaware or any other states in which the Company is engaged in business, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments and publications as may be required by law, including, including without limitation, action to reflect: (i) A change in the Company name,; or (ii) A correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, or (iii) A change in the time for dissolution of the Company if approved by the Members as evidenced by an amendment to this Agreement (approved as provided herein)Certificate. (b) The Members and the Management Committee shall execute and cause to be filed original or amended certificates 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 or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company Company, Corporation Trust Center, 0000 Xxxxxx Xxxxxx, Xxxxxxxxxx, Xxx Xxxxxx Xxxxxx, Xxxxxxxx 00000, or any successor as appointed by the Members in accordance with the ActManaging Member. (dc) Upon the dissolution and completion of the winding up and liquidation of the Company Company, in accordance with Section 11Article XII, the Management Committee Managing Member (andor, if necessary and requested by in the Management Committeeevent there is no remaining Managing Member, the Membersany Person appointed pursuant to Section 12.09 hereof) shall promptly execute and cause to be filed certificates of cancellation, statements of intent to dissolve and articles of dissolution cancellation in accordance with the Act and the laws of any other states or jurisdictions in which the Management Committee Managing Member or such other appointed Person, as the case may be, deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members Manager is hereby authorized to and shall promptly after the execution of this Agreement cause the Certificate of Formation to be filed in the Office office of the Secretary of State of the State of Delaware in accordance with the provisions of the Act. The Management Committee shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments instruments, and publications as may be required by law, including, without limitation, action to reflect: (i1) A change in the Company name,; (ii2) A correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, ; or (iii3) A change in the time for dissolution of the Company if approved by as stated in the Members as evidenced by an amendment to Certificate and in this Agreement (approved as provided herein)Agreement. (b) The Members and the Management Committee shall execute and cause to be filed original or amended certificates 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 or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Service Company or any successor as appointed by the Members in accordance with the Act. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 11Article XII, the Management Committee (and, if necessary and requested by the Management Committee, the Members) shall promptly execute and cause to be filed certificates a certificate of cancellation, statements of intent to dissolve and articles of dissolution cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members shall promptly after Each of the execution of this Agreement cause Directors is hereby authorized to file the Certificate of Formation to be filed in at the Office of the Secretary of State of the State of Delaware in accordance with the provisions of the ActAct on even date herewith. The Management Committee Board of Directors shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments and publications as may be required by law, including, without limitation, action to reflectto: (i) A reflect a change in the Company name,name of the Company; or (ii) A correction of correct a false or erroneous statements statement in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, or (iii) A change in the time for dissolution of the Company if approved by the Members as evidenced by an amendment to this Agreement (approved as provided herein)Certificate. (b) The Members Initial Shareholder and the Management Committee Board of Directors, as applicable, shall execute and cause to be filed original or amended certificates 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 or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company Company, Corporation Trust Center, 0000 Xxxxxx Xxxxxx, Xxxxxxxxxx, Xxxxxxxx 00000 or any successor as appointed by the Members in accordance with the ActBoard of Directors. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 11Article XI hereof, the Management Committee (and, if necessary and requested by the Management Committee, the Members) a Director shall promptly execute and cause to be filed certificates a Certificate of cancellation, statements of intent to dissolve and articles of dissolution Cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee Board of Directors deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members shall promptly after the execution of this Agreement cause the Certificate of Formation to be the Company has been filed in the Office office of the Secretary of State of the State of Delaware in accordance with the provisions of the Act. The Management Committee Manager shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, certificates documents, instruments and publications as may be required by law, including, without limitation, action to reflect: (i) A change in the Company name, (ii) A reflect a correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, or (iii) A change in the time for dissolution of the Company if approved by the Members as evidenced by an amendment to this Agreement (approved as provided herein). (b) The Members and the Management Committee Manager shall execute and cause to be filed original or amended certificates 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 or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company Service Company, 0000 Xxxxxxxxxxx Xxxx, Xxxxxxxxxx, Xxx Xxxxxx Xxxxxx, Xxxxxxxx 00000 or any successor as appointed by the Members in accordance with the ActManager. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 11Article XII, the Management Committee (and, if necessary and requested by the Management Committee, the Members) Manager shall promptly execute and cause to be filed certificates a Certificate of cancellation, statements of intent to dissolve and articles of dissolution Cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee Manager deems such filing necessary or advisable.