Common use of No Partnership Intended for Nontax Purposes Clause in Contracts

No Partnership Intended for Nontax Purposes. Except for tax purposes, (a) the Members have formed the Company under the Act, and expressly do not intend hereby to form a partnership, either general or limited and (b) the Members do not intend to be partners to one another, or partners as to any third party and (c) to the extent any Member, by word or action, represents to another Person that any member is a partner or that the Company is a partnership, the Member making such wrongful representation shall be liable to any other Members who incur personal liability by reason of such wrongful representation.

Appears in 6 contracts

Samples: Operating Agreement (Advanced Na, LLC), Operating Agreement (Advanced Na, LLC), Operating Agreement (Advanced Na, LLC)

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No Partnership Intended for Nontax Purposes. Except for tax purposes, (a) the The Members have formed the Company under the Act, and expressly do not intend hereby to form a partnership, either general partnership under any partnership or limited and (b) the partnership act. The Members do not intend to be partners one to one another, or partners as to any third party and (c) to party. To the extent any Member, by word or action, represents to another Person person that any member other Member is a partner or that the Company is a partnership, the Member making such wrongful representation shall be liable to any other Members Member who incur incurs personal liability by reason of such wrongful representation.

Appears in 6 contracts

Samples: Limited Liability Company Operating Agreement (Aeroflex Holding Corp.), Operating Agreement (New York Health Care Inc), Limited Liability Company Operating Agreement (Wornick CO Right Away Division, L.P.)

No Partnership Intended for Nontax Purposes. Except for tax purposes, (a) the The Members have formed the Company under the Act, and expressly do not intend hereby to form a partnership or a limited partnership, either general or limited and (b) the . The Members do not intend to be partners one to one another, or partners as to any third party and (c) to party. To the extent any Member, by word or action, represents to another Person person that any member other Member is a partner or that the Company is a partnership, the Member making such wrongful representation shall be liable to any other Members Member who incur incurs personal liability by reason of such wrongful representation.

Appears in 4 contracts

Samples: Operating Agreement of Nbty (Nutrition Headquarters (De), Inc.), Operating Agreement (New Gaming Capital Partnership), Operating Agreement (Jondex Corp)

No Partnership Intended for Nontax Purposes. Except for tax purposes, (a) the Members have formed the Company under the Act, and expressly do not intend hereby to form a partnership, either general or limited and limited, (b) the Members do not intend to be partners to one another, or partners as to any third party party, and (c) to the extent any Member, by word or action, represents to another Person that any member Member is a partner or that the Company is a partnership, the Member making such wrongful representation shall be liable to any other Members who incur personal liability by reason of such wrongful representation.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Hollywood Media Corp), Limited Liability Company Agreement (Excel Corp)

No Partnership Intended for Nontax Purposes. Except for tax purposes, (a) the Members have The Member has formed the Company as a limited liability company under the Act, Act and expressly do does not intend hereby to form a partnership, either general or limited and (b) partnership under the Members do laws of any jurisdiction. The Member does not intend to be partners one to one anotheranother with any Member admitted subsequent to the date hereof, or partners as to any third party and (c) to party. To the extent any Member, by word or action, represents to another Person that any member other Member is a partner or that the Company is a partnership, the Member making such wrongful representation shall be liable to any other Members Member who incur incurs personal liability by reason of such wrongful representation.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Tronox Pigments Australia Holdings Pty LTD), Limited Liability Company Agreement (Tronox Pigments Australia Holdings Pty LTD)

No Partnership Intended for Nontax Purposes. Except for tax purposes, (a) the The Members have formed the Company under pursuant to the Act, and expressly do not intend hereby to form a partnership or a limited partnership, either general or limited and (b) the . The Members do not intend to be partners one to one another, or partners as to any third party and (c) to party. To the extent any Member, by word or action, represents to another Person person that any member other Member is a partner or that the Company is a partnership, the Member making such wrongful representation shall be liable to any other Members Member who incur incurs personal liability by reason of such wrongful representation.

Appears in 1 contract

Samples: Operating Agreement (John D. Oil & Gas Co)

No Partnership Intended for Nontax Purposes. Except for tax purposes, (a) the The Members have formed the Company under the ActLaw, and expressly do not intend hereby to form a partnership, either general or limited and (b) the . The Members do not intend to be partners one to one another, or partners as to any third party and (c) to party. To the extent any Member, by word or action, represents to another Person person that any member other Member is a partner or that the Company is a partnership, the Member making such wrongful representation shall shall, notwithstanding any exculpatory provision herein to the contrary, be liable to any other Members Member who incur incurs personal liability by reason of such wrongful representation.

Appears in 1 contract

Samples: Operating Agreement (Conversion Labs, Inc.)

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No Partnership Intended for Nontax Purposes. Except for tax purposes, (a) the The Members have formed the Company under the Act, and expressly do not intend hereby to form a partnership, either general or limited and (b) the Members nor do not they intend to be partners one to one another, or partners as to any third party and (c) to party. To the extent any Member, by word or action, represents to another Person person that any member other Member is a partner or that the Company is a partnership, the Member making such wrongful representation shall be liable to any other Members Member who incur incurs personal liability by reason of such wrongful representation.

Appears in 1 contract

Samples: Investors Real Estate Trust

No Partnership Intended for Nontax Purposes. Except for tax purposes, (a) the The Members have formed the Company under the Act, and expressly do not intend hereby to form a partnership, either general or limited and (b) the limited, under any applicable law. The Members do not intend to be partners one to one another, or partners as to any third party and (c) to party. To the extent any Member, by word or action, represents to another Person person that any member Member is a partner or that the Company is a partnership, the Member making such wrongful representation shall be liable to any other Members who incur personal liability liability, and to the Company to the extent it incurs any loss, by reason of such wrongful representation.

Appears in 1 contract

Samples: Share Purchase Agreement (FXCM Inc.)

No Partnership Intended for Nontax Purposes. Except for tax purposes, (a) the The Members have formed the Company as a limited liability company under the Act, Act and expressly do not intend hereby to form a partnership, either general or limited and (b) partnership under the laws of any jurisdiction. The Members do not intend to be partners one to one another, or partners as to any third party and (c) to party. To the extent any Member, by word or action, represents to another Person that any member other Member is a partner or that the Company is a partnership, the Member making such wrongful representation shall be liable to any other Members Member who incur incurs personal liability by reason of such wrongful representation.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Crown Beverage Packaging, LLC)

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