Common use of No State Law Partnership; Liability to Third Parties Clause in Contracts

No State Law Partnership; Liability to Third Parties. The Members intend that the Company not be a partnership (including, without limitation, a limited partnership), and that no Member be a partner or joint venturer of any other Member, for any purposes other than federal and state tax purposes, and that this LLC Agreement not be construed otherwise. No Member shall be liable for the debts, obligations or liabilities of the Company, including under a judgment, decree or order of a court, except for the obligation to fund the working capital needs of the Company as set forth in Article V of this LLC Agreement.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Plug Power Inc), Limited Liability Company Agreement (Plug Power Inc), Limited Liability Company Agreement (Plug Power Inc)

AutoNDA by SimpleDocs

No State Law Partnership; Liability to Third Parties. The Members intend Member intends that the Company not be a partnership (including, without limitation, a limited partnership)) or joint venture, and that no Member be a partner or joint venturer of any other Member, if applicable, for any purposes other than federal and state tax purposes, and that this LLC Agreement not be construed to suggest otherwise. No Except as otherwise required by law, no Member shall be liable for the debts, obligations or liabilities of the Company, including under a judgment, judgment decree or order of a court, except for the obligation to fund the working capital needs of the Company as set forth in Article V of this LLC Agreement.

Appears in 2 contracts

Samples: Limited Liability Agreement (JMP Group LLC), Limited Liability Company Agreement (Atlantic Oklahoma Wind, LLC)

No State Law Partnership; Liability to Third Parties. The Members intend that the Company not be a partnership (including, without limitation, a limited partnership), and that no Member be a partner or joint venturer of any other Member, for any purposes other than federal and state tax purposes, and that neither the Certificate of Formation, this Agreement, nor the LLC Agreement not nor any of the Ancillary Agreements be construed otherwise. No Member shall be liable for the debts, obligations or liabilities of the Company, including under a judgment, decree or order of a court, except for the obligation to fund the working capital needs of the Company as set forth in Article V of this LLC Agreement.

Appears in 2 contracts

Samples: Transaction Agreement (Emcore Corp), Transaction Agreement (Emcore Corp)

No State Law Partnership; Liability to Third Parties. The Members intend that the Company not be a partnership (including, without limitation, a limited partnership)) or joint venture, and that no Member be a partner or joint venturer of any other Member, for any purposes other than federal and state tax law purposes, and that this LLC Agreement not be construed to suggest otherwise. No This provision does not reflect the federal or state tax classification of the Company. Except as otherwise specifically provided in the Act, no Member shall be liable for the debts, obligations or liabilities of the CompanyCompany or any other Member, including under a judgment, decree or order of a court, except for the obligation to fund the working capital needs of the Company as set forth in Article V of this LLC Agreement.

Appears in 2 contracts

Samples: Liability Company Agreement (Main Place Funding LLC), Liability Company Agreement (Main Place Funding LLC)

No State Law Partnership; Liability to Third Parties. The ---------------------------------------------------- Members intend that the Company not be a partnership (including, without limitation, a limited partnership), and that no Member be a partner or joint venturer of any other Member, for any purposes other than federal and state tax purposes, and that this LLC Agreement not be construed otherwise. No Member shall be liable for the debts, obligations or liabilities of the Company, including under a judgment, decree or order of a court, except for the obligation to fund the working capital needs of the Company as set forth in Article V of this LLC Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Plug Power Inc)

No State Law Partnership; Liability to Third Parties. The Members intend that the Company be a partnership solely for federal and state income tax purposes. It is the Members intention that the Company not be a partnership (including, without limitation, a limited partnership)) or joint venture, and that no Member be a partner or joint venturer of any other Member, for any purposes other than federal and state tax purposes, Member and that this LLC Agreement not be construed to suggest otherwise. No Except as otherwise specifically provided in the Law, no Member shall be liable for the debts, obligations or liabilities of the CompanyCompany or any other Member, including under a judgment, decree or order of a court, except for the obligation to fund the working capital needs of the Company as set forth in Article V of this LLC Agreement.

Appears in 1 contract

Samples: Nominee Agreement (Sl Green Realty Corp)

AutoNDA by SimpleDocs

No State Law Partnership; Liability to Third Parties. The Members intend that the Company not be a partnership (including, without limitation, a limited partnership), and that no Member be a partner or joint venturer of any other Member, for any purposes other than for federal and state tax purposes, purposes and that this LLC Agreement not be construed otherwise. No Except as provided in Section 18-502(b) of the Act with respect to the rights of creditors, no Member shall be liable for the debts, obligations or liabilities of the Company, including under a judgment, decree or order of a court, except for the obligation to fund the working capital needs of the Company as set forth in Article V of this LLC Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Candlewood Hotel Co Inc)

No State Law Partnership; Liability to Third Parties. The Members intend that the Company not be a partnership (including, without limitation, a limited partnership)) or joint venture, and that no Member or Manager be a partner or joint venturer of any other MemberMember or Manager, for any purposes other than federal and state tax purposes, and that this LLC Agreement not be construed to suggest otherwise. No Except as otherwise provided in the Act, no Member or Manager shall be liable for the debts, obligations or liabilities of the Company, including under a judgment, judgment decree or order of a court, except for the obligation to fund the working capital needs of the Company as set forth in Article V of this LLC Agreement.

Appears in 1 contract

Samples: Operating Agreement (Navtrans International Freight Forwarding Inc)

No State Law Partnership; Liability to Third Parties. (a) The Members intend that the Company shall be a limited liability company and, without limiting the provisions of Section 6.3 and Articles IX and X with respect to United States federal income tax treatment (and other tax treatment consistent therewith), the Company shall not be a state law partnership (including, without limitation, including a limited partnership), ) or joint venture and that no neither Member shall be a state law partner or joint venturer of any the other Member, for any purposes other than federal and state tax purposes, and that this LLC Agreement may not be construed to suggest otherwise. No Member shall be liable for the debts, obligations or liabilities of the Company, including under a judgment, decree or order of a court, except for the obligation to fund the working capital needs of the Company as set forth in Article V of this LLC Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Regency Energy Partners LP)

Time is Money Join Law Insider Premium to draft better contracts faster.