Common use of No State Law Partnership; No Concerted Action Clause in Contracts

No State Law Partnership; No Concerted Action. (a) Notwithstanding the provisions of Article VIII, the Members intend that the Company shall not be a partnership (including a general partnership or a limited partnership) or joint venture and that no Member shall be a partner or joint venturer of any other Member with respect to the business of the Company for any purposes other than United States Federal, state and local Tax purposes, and this Agreement shall not be construed to suggest otherwise. (b) Each Member hereby acknowledges and agrees that, except as expressly provided herein, in performing its obligations or exercising its rights hereunder, it is acting independently and is not acting in concert with, on behalf of, as agent for, or as joint venturer or partner of, any other Member. Other than in respect of the Company, nothing contained in this Agreement shall be construed as creating a corporation, association, joint stock company, business trust, organized group of persons, whether incorporated or not, among or involving any Member or its Affiliates, and nothing in this Agreement shall be construed as creating or requiring any continuing relationship or commitment as between such parties other than as specifically set forth herein. Nothing contained in this Agreement shall be construed as creating any fiduciary relationship of any nature between any Member and any other Member.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Blue Sphere Corp.), Limited Liability Company Agreement (Blue Sphere Corp.)

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No State Law Partnership; No Concerted Action. (a) Notwithstanding the provisions of Article VIII, the Members intend that the Company shall not be a partnership (including a general partnership or a limited partnership) or joint venture ), and that no Member shall be a partner or joint venturer of any other Member with respect to the business of the Company for any purposes other than United States FederalU.S. federal, state and local Tax purposes, and this Agreement shall not be construed to suggest otherwise. (b) Each Member hereby acknowledges and agrees that, except as expressly provided herein, in performing its obligations or exercising its rights hereunder, it is acting independently and is not acting in concert with, on behalf of, as agent for, or as joint venturer or partner of, any the other Member. Other than in respect of the Company, nothing contained in this Agreement shall be construed as creating a corporation, association, joint stock company, business trust, organized group of persons, whether incorporated or not, among or involving any Member or its Affiliates, and nothing in this Agreement shall be construed as creating or requiring any continuing relationship or commitment as between such parties other than as specifically set forth herein. Nothing contained in this Agreement shall be construed as creating any fiduciary relationship of any nature between any Member and any other Memberthe Members.

Appears in 2 contracts

Samples: Operating Agreement (Constellation Energy Group Inc), Operating Agreement (Constellation Energy Group Inc)

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No State Law Partnership; No Concerted Action. (a) Notwithstanding the provisions of Article VIII, the Members intend that the Company shall not be a partnership (including a general partnership or a limited partnership) or joint venture ), and that no Member shall be a partner or joint venturer of any other Member with respect to the business of the Company for any purposes other than United States FederalU.S. federal, state and local Tax purposes, and this Agreement shall not be construed to suggest otherwise. (b) Each Member hereby acknowledges and agrees that, except as expressly provided herein, in performing its obligations or exercising its rights hereunder, it is acting independently and is not acting in concert with, on behalf of, as agent for, or as joint venturer or partner of, any the other Member. Other than in respect of the Company, nothing contained in this Agreement shall be construed as creating a corporation, association, joint stock company, business trust, organized group of persons, whether incorporated or not, among or involving any either Member or its Affiliates, and nothing in this Agreement shall be construed as creating or requiring any continuing relationship or commitment as between such parties other than as specifically set forth herein. Nothing contained in this Agreement shall be construed as creating any fiduciary relationship of any nature between any Member and any other Memberthe Members.

Appears in 1 contract

Samples: Operating Agreement (Constellation Energy Group Inc)

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