Common use of Limitations on the Series Clause in Contracts

Limitations on the Series. (a) Separate and distinct records shall be maintained for each Series and the assets and liabilities associated with each Series shall be held and accounted for separately from the other assets and liabilities of any other Series for all purposes. Each Series shall maintain separate bank accounts from each other Series. Each Series shall issue separate Interests having the terms, preferences, powers, rights, and obligations of Interests as set forth herein and as may otherwise be set forth on an addendum to this Agreement to be adopted by the Manager for any additional Interests of such Series, and this Agreement shall accordingly be amended with each such additional addendum. All Net Income and Net Losses generated by assets allocated to a Series shall inure to the benefit of only the Members holding Interests in such Series in accordance with Section 7.2, and all Cash Flows of a Series shall be distributed only to the Members holding Interests in such Series in accordance with Section 8.1 (subject to Section 10.2). Subject to Article XV, a Series may not be terminated and its affairs wound up pursuant to Section 18-215 of the Act without approval of Members by a Supermajority in Interest. (b) All debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to each Series shall be enforceable against the assets associated with such Series only and not against the assets of the Company generally or any other Series, and none of the debts, liabilities, obligations, or expenses incurred, contracted for, or otherwise existing with respect to the Company generally or any other Series shall be enforceable against the assets associated with such Series. Any Person extending credit to, contracting with, or otherwise having any claim against any Series may look only to the assets associated with that Series to satisfy any such obligation or claim and shall have no claim or right to any assets allocated to or belonging to any other Series or the Company generally. Notice of this limitation on liabilities to Series has been set forth in the Certificate of Formation, and the statutory provisions of Section 18-215 of the Act (and the statutory effect under Section 18-215 of the Act of setting forth such notice in the Certificate of Formation) shall be applicable to the Company and each Series.

Limitations on the Series. (a) Separate and distinct records shall be maintained for each Series and the assets and liabilities associated with each Series shall be held and accounted for separately from the other assets and liabilities of any other Series for all purposes. Each Series shall maintain separate bank accounts from each other Series. Each Series shall may issue separate Interests Units having the terms, preferences, powers, rights, and obligations of Interests Units as may be set forth herein and as may otherwise be set forth on an addendum to this Agreement to be adopted by the Manager for any additional Interests Series Board of such the applicable Series, and this Agreement shall accordingly be amended with each such additional addendum. All Net Income Profits and Net Losses generated by assets allocated to a Series shall inure to the benefit of only the Members Limited Partners holding Interests Series Units in such Series in accordance with Section 7.2, and all Cash Flows of a Series shall be distributed only to the Members holding Interests in such Series in accordance with Section 8.1 (subject to Section 10.2)8.1. Subject to Article XVX, a Series may not be terminated and its affairs wound up pursuant to Section 1817-215 218(k) of the Delaware LP Act without approval of Members by a Supermajority in InterestMajority of the Series Board of such Series and the written approval of the LP Majority Holders and the General Partner. (b) All debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to each Series shall be enforceable against the assets associated with such Series only and not against the assets of the Company Partnership generally or any other Series, and none of the debts, liabilities, obligations, or expenses incurred, contracted for, or otherwise existing with respect to the Company Partnership generally or any other Series shall be enforceable against the assets associated with such Series. Any Person extending credit to, contracting with, or otherwise having any claim against any Series may look only to the assets associated with that Series to satisfy any such obligation or claim and shall have no claim or right to any assets allocated to or belonging to any other Series or the Company Partnership generally. Notice of this limitation on liabilities to Series has been set forth in the Certificate of FormationLimited Partnership, and the statutory provisions of Section 1817-215 218 of the Delaware LP Act (and the statutory effect under Section 1817-215 of the Act 218 of setting forth such notice in the Certificate of FormationLimited Partnership) shall be applicable to the Company Partnership and each Series that is hereby, and after the Effective Time may be, established. (c) Each Series hereby acknowledges and agrees that any UCC financing statement, or similar filing, made or to be made in respect of indebtedness or other obligations associated with a Series, in order to perfect a security interest in assets associated with such Series may be filed in the name of the Partnership alone (in addition to any such filing that may or may not be made in the name of such Series). Each Series agrees not to challenge the validity of such filing by reason of its being made in the name of the Partnership (and not in the name of such Series).

Limitations on the Series. (a) Separate and distinct records shall be maintained for each Series and the assets and liabilities associated with each Series shall be held and accounted for separately from the other assets and liabilities of any other Series for all purposes. Each Series shall maintain separate bank accounts from each other Series. Each Series shall issue separate Interests Units having the terms, preferences, powers, rights, and obligations of Interests Units as set forth herein and as may otherwise be set forth on an addendum to this Agreement to be adopted by the Manager Series Board of the applicable Series for any additional Interests Units of such Series, and this Agreement shall accordingly be amended with each such additional addendum. All Net Income Profits and Net Losses generated by assets allocated to a Series shall inure to the benefit of only the Members Limited Partners holding Limited Partnership Interests in such Series in accordance with Section 7.2, and all Cash Flows of a Series shall be distributed only to the Members holding Interests in such Series in accordance with Section 8.1 (subject to Section 10.2)8.1. Subject to Article XVX, a Series may not be terminated and its affairs wound up pursuant to Section 1817-215 218(k) of the Delaware LP Act without approval of Members by a Supermajority in InterestMajority of the Series Board of such Series and the written approval of the LP Majority Series Holders of such Series and the General Partner of such Series. (b) All Except to the extent otherwise provided in the Joinder Agreement or other contractual arrangements entered into by the Series, (i) all debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to each Series shall be enforceable against the assets associated with such Series only and not against the assets of the Company Partnership generally or any other Series, and (ii) none of the debts, liabilities, obligations, or expenses incurred, contracted for, or otherwise existing with respect to the Company Partnership generally or any other Series shall be enforceable against the assets associated with such Series. Any Person extending credit to, contracting with, or otherwise having any claim against any Series may look only to the assets associated with that Series to satisfy any such obligation or claim and shall have no claim or right to any assets allocated to or belonging to any other Series or the Company Partnership generally. Notice of this limitation on liabilities to Series has been set forth in the Certificate of FormationLimited Partnership, and the statutory provisions of Section 1817-215 218 of the Delaware LP Act (and the statutory effect under Section 1817-215 of the Act 218 of setting forth such notice in the Certificate of FormationLimited Partnership) shall be applicable to the Company Partnership and each Series that is hereby, and after the Effective Time may be, established. (c) Each Series hereby acknowledges and agrees that any UCC financing statement, or similar filing, made or to be made in respect of indebtedness or other obligations associated with a Series, in order to perfect a security interest in assets associated with such Series may be filed in the name of the Partnership alone (in addition to any such filing that may or may not be made in the name of such Series). Each Series agrees not to challenge the validity of such filing by reason of its being made in the name of the Partnership (and not in the name of such Series).