No State-Law Partnership. The Members intend that the Company not be a partnership (including 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, and this Agreement may not be construed to suggest otherwise.
Appears in 60 contracts
Samples: Limited Liability Company Operating Agreement (Laredo Oil, Inc.), Limited Liability Company Agreement, Limited Liability Company Agreement
No State-Law Partnership. The Members intend that the Company shall not be a partnership (including a whether general, limited partnershipor other) or joint venture, and that no Member shall be a partner or joint venturer of with any other Member, for any purposes other than (if the Company has more than one Member) federal and state income tax purposes, and this Agreement may not be construed or interpreted to suggest otherwisethe contrary.
Appears in 51 contracts
Samples: Limited Liability Company Agreement (Summit Midstream Partners, LP), Limited Liability Company Agreement (Western Midstream Operating, LP), Limited Liability Company Agreement (Western Midstream Partners, LP)
No State-Law Partnership. The Members intend Member intends that the Company LLC not be a partnership (including 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, and this Agreement may not be construed to suggest otherwise.
Appears in 24 contracts
Samples: Operating Agreement (UHS of Timberlawn, Inc.), Operating Agreement (UHS of Timberlawn, Inc.), Operating Agreement (UHS of Timberlawn, Inc.)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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 federal, state, local and state foreign income tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 23 contracts
Samples: Exchange and Redemption Agreement, Exchange and Redemption Agreement, Contribution Agreement (Southcross Energy Partners, L.P.)
No State-Law Partnership. The Members intend that the Company not be a partnership (including including, without limitation, a limited partnership) or joint venture, and that no Member be a partner or joint venturer of any other Member, venture for any purposes other than federal income and state income tax purposes, and this Operating Agreement may shall not be construed to suggest otherwise.
Appears in 18 contracts
Samples: Operating Agreement (South Dakota Soybean Processors LLC), Operating Agreement, Operating Agreement (Lake Area Corn Processors LLC)
No State-Law Partnership. The Members intend Member(s) intends that the Company not be a partnership (including including, without limitation, a limited partnership) or joint venture, and that no Member be a an agent, partner or joint venturer of any other Member, for any purposes other than federal and state for tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 18 contracts
Samples: Limited Liability Company Operating Agreement (Conversent Communications of New York, LLC), Limited Liability Company Operating Agreement (Conversent Communications of New York, LLC), Limited Liability Company Operating Agreement (Conversent Communications of New York, LLC)
No State-Law Partnership. The Members intend Sole Member intends that the Company shall not be a partnership (including a whether general, limited partnershipor other) or joint venture, and that no Member be a partner or joint venturer of any other Member, venture for any purposes other than federal and state tax purposes, and this Agreement may not be construed or interpreted to suggest otherwisethe contrary.
Appears in 13 contracts
Samples: Limited Liability Company Agreement (EQGP Holdings, LP), Limited Liability Company Agreement (EQM Midstream Partners, LP), Limited Liability Company Agreement
No State-Law Partnership. The Members intend that the Company shall not be considered a partnership (including including, without limitation, a limited partnership) or joint venture. In the event there is more than one member of the Company (each, and that a “Member”), no Member shall be a partner or joint venturer of any other Member, Member for any purposes other than federal and state tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 12 contracts
Samples: Merger Agreement (JMP Group LLC), Merger Agreement (JMP Group LLC), Limited Liability Company Agreement (Tesoro High Plains Pipeline Co LLC)
No State-Law Partnership. The Members intend that the Company shall not be considered a partnership (including including, without limitation, a limited partnership) or joint venture, and that and, in the event there is more than one Member, no Member shall be a partner or joint venturer of any the other Member, Member for any purposes other than federal and state tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 12 contracts
Samples: Limited Liability Company Agreement (Noble Midstream Partners LP), Limited Liability Company Agreement (Noble Midstream Partners LP), Limited Liability Company Agreement (Noble Midstream Partners LP)
No State-Law Partnership. The Member and the Special Members intend that the Company shall not be a partnership (including including, without limitation, a general partnership or a limited partnership) or joint venture, and that no neither the Member, any Special Member nor any Manager shall be a partner or joint venturer of any other the Member, any Special Member or any Manager with respect to the business of the Company for any purposes other than federal and state tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 11 contracts
Samples: Limited Liability Company Agreement (MP Environmental Funding LLC), Limited Liability Company Agreement (MP Environmental Funding LLC), Limited Liability Company Agreement (PE Environmental Funding LLC)
No State-Law Partnership. The Members intend that the Company not be a partnership (including including, without limitation, a limited partnership) or joint venture, and that no Member be a partner or joint venturer of any other MemberMember by virtue of this Agreement, for any purposes other than federal and state tax purposesas set forth in Section 2.8, and neither this Agreement may not nor any other document entered into by the Company or any Member relating to the subject matter hereof shall be construed to suggest otherwise.
Appears in 11 contracts
Samples: Limited Liability Company Agreement (Dutch Bros Inc.), Operating Agreement (Enfusion, Inc.), Limited Liability Company Agreement (Redbox Entertainment Inc.)
No State-Law Partnership. The Members intend Sole Member intends that the Company not be a partnership (including a limited partnership) or joint ventureventure for state-law purposes. Additionally, and that no Member or Director will be considered a state-law partner or joint venturer of any other Member, Member or Director. It is intended that the Company will be considered a disregarded entity for any purposes other than federal and state income-tax purposes, and this . This Agreement may not be construed to suggest otherwise.
Appears in 9 contracts
Samples: Limited Liability Company Agreement (GIC Private LTD), Limited Liability Company Agreement (Tallgrass Energy, LP), Limited Liability Company Agreement (Enagas U.S.A. LLC)
No State-Law Partnership. The Members intend that the Company not be a partnership (including including, without limitation, a limited partnership) or joint venture, and that no Member be a an agent, partner or joint venturer of any other Member, for any purposes other than federal and state tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 8 contracts
Samples: Limited Liability Company Agreement, Purchase and Sale Agreement (Campus Crest Communities, Inc.), Operating Agreement
No State-Law Partnership. The Member and the Special 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 neither the Member, any Special Members nor any Manager shall be a partner or joint venturer of the Member, any other MemberSpecial Member or any Manager with respect to the business of the Company, for any purposes other than federal and state tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 8 contracts
Samples: Limited Liability Company Agreement (CenterPoint Energy Transition Bond Co IV, LLC), Limited Liability Company Agreement (CenterPoint Energy Transition Bond Co IV, LLC), Limited Liability Company Agreement (Centerpoint Energy Houston Electric LLC)
No State-Law Partnership. The Members intend that the Company Fund not be a partnership (including including, without limitation, a limited partnership) or joint venture, and that no Member be a partner or joint venturer of any other Member, Member for any purposes other than federal and state tax purposes, and the provisions of this Agreement may not be construed to suggest otherwise.
Appears in 8 contracts
Samples: Operating Agreement, Operating Agreement, Operating Agreement
No State-Law Partnership. The Members intend that the Company shall not be a partnership (including a limited partnership) or joint venture, and that no Member Member, Director or Officer shall be a partner or joint venturer of any other Member, Director or Officer by virtue of this Agreement, for any purposes other than federal and state tax purposes, as expressly set forth in this Agreement and this Agreement may shall not be construed to suggest otherwisethe contrary.
Appears in 7 contracts
Samples: Limited Liability Company Operating Agreement, Settlement Agreement, Limited Liability Company Operating Agreement (Chrysler Group LLC)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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 or state tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 6 contracts
Samples: Limited Liability Company Agreement (Rice Energy Inc.), Limited Liability Company Agreement (Rice Energy Inc.), Master Reorganization Agreement (Rice Energy Inc.)
No State-Law Partnership. The Members intend that the Company not be deemed to be a partnership (including a limited partnership) or joint venture, venture and that no Member be deemed to be a partner or joint venturer of any other Member, Member for any purposes other than federal and state applicable tax purposes, and this laws. This Agreement may not be construed to suggest otherwise. Notwithstanding the foregoing, the Members intend that the Company shall be treated as a partnership for tax purposes.
Appears in 6 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Excelsior Private Markets Fund II (TI), LLC), Limited Liability Company Agreement (Excelsior Private Markets Fund II (TE), LLC)
No State-Law Partnership. The Members intend that the Company not be a partnership (including a limited partnership) or joint venture, venture and that no Member or Manager be a partner or joint venturer of any other Member, Member or Manager for any purposes other than federal and state applicable tax purposes, and this laws. This Agreement may not be construed to suggest otherwise. Notwithstanding the foregoing, the Members intend that the Company shall be treated as a partnership for tax purposes.
Appears in 6 contracts
Samples: Operating Agreement (Excelsior Venture Partners Iii LLC), Operating Agreement (Excelsior Venture Partners Iii LLC), Limited Liability Company Agreement (Fortress Pinnacle Investment Fund LLC)
No State-Law Partnership. The Members intend Member intends that the Company not be a partnership (including a limited partnership) or joint venture, and that no Member be a partner or joint venturer of neither this Agreement nor any other Member, for any purposes other than federal and state tax purposes, and this Agreement may not document entered into by the Company or the Member relating to the subject matter hereof shall be construed to suggest otherwise.
Appears in 6 contracts
Samples: Limited Liability Company Agreement (Wcof, LLC), Limited Liability Company Agreement (Wcof, LLC), Limited Liability Company Agreement (Wcof, LLC)
No State-Law Partnership. The Members intend that the Company shall be a limited liability company and, except as provided herein with respect to U.S. federal (and applicable state and local) income tax treatment, the Company shall not be a partnership (including a limited partnership) or joint venture, and that no Member shall be a partner or joint venturer of any other Member, for any purposes other than federal and state tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 6 contracts
Samples: Limited Liability Company Agreement (NextEra Energy Partners, LP), Limited Liability Company Agreement (NextEra Energy Partners, LP), Contribution Agreement (NextEra Energy Partners, LP)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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 (if the Company has more than one Member) Federal and state income tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 6 contracts
Samples: Limited Liability Company Agreement (Magellan Midstream Partners Lp), Limited Liability Company Agreement (Magellan Midstream Holdings Lp), Limited Liability Company Agreement (Magellan Midstream Partners Lp)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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 income and state income tax purposes, and this Operating Agreement may not be construed to suggest otherwise.
Appears in 5 contracts
Samples: Operating Agreement (Summit Hotel OP, LP), Operating Agreement (Great Plains Ethanol LLC), Operating Agreement (Great Plains Ethanol LLC)
No State-Law Partnership. The Members intend Member intends that the Company will not be a partnership (including including, a general partnership or a limited partnership) or joint venture, and that no Member none of the Member, any Manager or any Authorized Officer will be a partner or joint venturer with respect to the activities of any other Member, the Company for any purposes other than federal and state tax purposes, and this Agreement may will not be construed to suggest otherwise.
Appears in 5 contracts
Samples: Limited Liability Company Agreement (Mercedes-Benz Auto Receivables Trust 2022-1), Limited Liability Company Agreement (Daimler Trucks Retail Receivables LLC), Limited Liability Company Agreement (California Republic Funding LLC)
No State-Law Partnership. The Members intend Each Member intends that the Company not be a partnership (including 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 Federal and state income tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 5 contracts
Samples: Limited Liability Company Agreement (Penn Virginia GP Holdings, L.P.), Limited Liability Company Agreement (K-Sea GP Holdings LP), Limited Liability Company Agreement (Alliance Holdings GP, L.P.)
No State-Law Partnership. The Members intend that the Company not be a partnership (including without limitation, a limited partnership) Limited Partnership), or joint venture, and that no Member be a partner or joint venturer of any other Member, Member for any purposes purpose other than federal Federal and state State tax purposes, purposes and that this Agreement may not be construed or interpreted to suggest otherwise.
Appears in 5 contracts
Samples: Operating Agreement (John D. Oil & Gas Co), Operating Agreement (Energy West Inc), Operating Agreement (John D. Oil & Gas Co)
No State-Law Partnership. The Members intend that the Company shall not be a partnership (including a whether general, limited partnershipor other) or joint venture, and that no Member shall be a partner or joint venturer of with any other Member, for any purposes other than federal (if the Company has more than one Member) Federal and state income tax purposes, and this Agreement may not be construed or interpreted to suggest otherwisethe contrary.
Appears in 5 contracts
Samples: Limited Liability Company Agreement (Universal Compression Partners, L.P.), Limited Liability Company Agreement (Regency Energy Partners LP), Limited Liability Company Agreement (Universal Compression Partners, L.P.)
No State-Law Partnership. The Members intend that the Company shall not be a partnership (including a limited partnership) or joint venture, and that no Member Member, Manager or Officer shall be a partner or joint venturer of any other Member, Manager or Officer by virtue of this Agreement, for any purposes other than federal and state tax purposesas is set forth in the penultimate sentence of Section 2.7, and this Agreement may shall not be construed to suggest otherwisethe contrary.
Appears in 5 contracts
Samples: Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement (Gmac LLC), Limited Liability Company Operating Agreement
No State-Law Partnership. The Members intend that the Company not be a partnership (including partnership, a limited partnership) , or a 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 this Agreement may not be construed to suggest otherwise.
Appears in 5 contracts
Samples: Operating Agreement (GolfSuites 1, Inc.), Operating Agreement (GolfSuites 1, Inc.), Operating Agreement (GolfSuites 1, Inc.)
No State-Law Partnership. The Members intend that the Company shall not be a partnership (including a whether general, limited partnershipor other) or joint venture, and that no Member shall be a partner or joint venturer of with any other Member, for any purposes other than (if the Company has more than one Member) federal and state income tax purposes, and that this Agreement may not be construed or interpreted to suggest otherwisethe contrary.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (CSI Compressco LP), Limited Liability Company Agreement (USA Compression Partners, LP), Limited Liability Company Agreement (USA Compression Partners, LP)
No State-Law Partnership. The Subject to Section 11.2 hereof, the Members intend that the Company not be a partnership (including 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, and this Agreement may not be construed to suggest otherwise.
Appears in 4 contracts
Samples: Membership Interest Purchase Agreement (LMP Automotive Holdings, Inc.), Membership Interest Purchase Agreement (LMP Automotive Holdings, Inc.), Membership Interest Purchase Agreement (LMP Automotive Holdings, Inc.)
No State-Law Partnership. The Members intend that the Company not be a partnership (including a limited partnership) or joint venture, venture and that no Member or Manager be a partner or joint venturer of any other Member, Member or Manager for any purposes other than federal and state applicable tax purposes, and this laws. This Agreement may not be construed to suggest otherwise.
Appears in 4 contracts
Samples: Operating Agreement, Operating Agreement, Operating Agreement (Barton Protective Services LLC)
No State-Law Partnership. The Members intend that the Company not be a partnership (including a limited partnership) or joint venture, and that no Member Member, Manager or Representative be a partner or joint venturer of any other Member, Manager or Representative for any purposes other than federal and state tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (Texas Mineral Resources Corp.), Operating Agreement (Gold Torrent Canada Inc), Limited Liability Company Agreement
No State-Law Partnership. The Members intend that that: (a) the Company not be a common law partnership (including a limited partnership) or joint venture, ; and that no (b) the Company not create any agency or other relationship creating fiduciary or quasi-fiduciary duties of any Member be a partner to the Company or joint venturer of to any other Member, for any purposes other than federal and state tax purposes, and this Agreement may not be construed to suggest otherwise. This Agreement shall not subject the Members to joint and several or vicarious liability or impose any duty, obligation or liability that would arise therefrom with respect to any or all of the Members or the Company.
Appears in 4 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Exco Resources Inc), Limited Liability Company Agreement (Exco Resources Inc)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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 U.S. federal and state tax (and, when applicable, state) Tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (Pattern Energy Group Inc.), Purchase and Sale Agreement (Pattern Energy Group Inc.), Limited Liability Company Agreement (Pattern Energy Group Inc.)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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 Federal and state income tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (Williams Energy Partners L P), Limited Liability Company Agreement (Williams Energy Partners L P), Limited Liability Company Agreement (Williams Energy Partners L P)
No State-Law Partnership. The Members intend Member intends that the Company not be a partnership (including a limited partnership) or joint venture, venture and that no the Member not be a partner or joint venturer of any other Member, for any purposes purpose other than federal and or state tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (Nutone Inc), Limited Liability Company Agreement (Nutone Inc), Operating Agreement (Nutone Inc)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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, and this Agreement may not be construed to suggest otherwise.
Appears in 4 contracts
Samples: Limited Liability Company Operating Agreement (Diamond Resorts Parent, LLC), Limited Liability Company Operating Agreement (Diamond Resorts Parent, LLC), Limited Liability Company Agreement (Diamond Resorts Parent, LLC)
No State-Law Partnership. The Members intend that the Company shall not be a partnership (including a limited partnership) or joint venture, and that no Member Member, Manager or Officer shall be a partner or joint venturer of any other Member, Manager or Officer by virtue of this Agreement, for any purposes other than federal and state tax purposeswith respect to taxes, and this Agreement may shall not be construed to suggest otherwisethe contrary.
Appears in 4 contracts
Samples: Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement (Gmac LLC), Limited Liability Company Operating Agreement (Gmac LLC)
No State-Law Partnership. The Members intend that the Company shall not be a partnership (including a limited partnership) or joint ventureventure under any state or federal law, and that no Member or Manager shall be a partner or joint venturer of any other Member, Member or Manager for any purposes purposes, other than federal under the Code and state other applicable tax purposeslaws, and this Agreement may not be construed to suggest otherwise.
Appears in 3 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Grubb & Ellis Healthcare REIT II, Inc.), Limited Liability Company Agreement (Grubb & Ellis Healthcare REIT, Inc.)
No State-Law Partnership. The Members intend that the Company shall not be a partnership (including a limited partnership) or joint ventureventure under any state or federal law, and that no Member or Administrative Member shall be a partner or joint venturer of any other Member, Member or Administrative Member for any purposes purposes, other than federal under the Code and state other applicable tax purposeslaws, or as expressly provided in a separate agreement between the Members, and this Agreement may not be construed to suggest otherwise.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (DCT Chino LLC), Limited Liability Company Agreement (DCT Chino LLC), Limited Liability Company Agreement (DCT Chino LLC)
No State-Law Partnership. The Members intend that the Company shall not be a partnership (including including, without limitation, a limited partnership) or joint venture, and that no Member shall be a partner or joint venturer of any other Member, for any purposes other than federal federal, state and state local tax purposes, and the provisions of this Agreement may shall not be construed to suggest otherwise.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Smart for Life, Inc.), Operating Agreement, Operating Agreement (George Foreman Enterprises Inc)
No State-Law Partnership. The Members intend that the Company not be a partnership (including including, without limitation, a limited partnership) or joint venture, and that no Member or Representative be a partner or joint venturer of any other MemberMember or Representative as a result of this Agreement, for any purposes other than federal and state tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 3 contracts
Samples: Operating Agreement (Public Service Co of North Carolina Inc), Operating Agreement (Public Service Co of North Carolina Inc), Operating Agreement (Public Service Co of North Carolina Inc)
No State-Law Partnership. The Members intend that the Company will not be a partnership, limited partnership (including a limited partnership) or joint venture, and that no Member will be a partner or joint venturer of any other Member, for any purposes other than federal and state tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Almost Family Inc), Equity Purchase Agreement (Almost Family Inc), Limited Liability Company Agreement (Community Health Investment CORP)
No State-Law Partnership. The Members intend that the Company shall not constitute or be treated as a partnership (including a limited partnership) or joint venture, and that no Member or officer shall be a partner or joint venturer of any other MemberMember or officer, for any purposes other than federal federal, state and state local income tax purposes, and this Agreement may shall not be construed to suggest otherwisethe contrary.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (U. S. Premium Beef, LLC), Limited Liability Company Agreement (Jefferies Financial Group Inc.), Purchase and Sale Agreement (Leucadia National Corp)
No State-Law Partnership. The Members intend that the Company shall not be a partnership (including including, without limitation, a limited partnership) or joint venture, and that no Member shall be a partner or joint venturer of any other Member, Member for any purposes other than federal and state tax purposes, and the provisions of this Agreement may not be construed to suggest otherwise.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Starstream Entertainment, Inc.), Limited Liability Company Agreement (Gelia Group, Corp.), Operating Agreement (Gelia Group, Corp.)
No State-Law Partnership. The Members intend that the Company shall not be a partnership (including a limited partnership) or joint ventureventure under any state or federal law, and that no Member shall be a partner or joint venturer of any other Member, Member for any purposes purposes, other than federal under the Code and state other applicable tax purposeslaws, and this Agreement may not be construed to suggest otherwise.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (ACP Watermark Investment LLC), Limited Liability Company Agreement (iBio, Inc.), Limited Liability Company Agreement (Strategic Realty Trust, Inc.)
No State-Law Partnership. The Members intend that the Company shall not be a partnership (including including, without limitation, a limited partnership) or joint venture, and that no Member Member, Economic Owner, representative or officer shall be a partner or joint venturer of any other Member, Economic Owner, representative or officer, for any purposes other than federal and state tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 3 contracts
Samples: Limited Liability Company Operating Agreement (Lower Road Associates LLC), Limited Liability Company Operating Agreement (Lower Road Associates LLC), Limited Liability Company Operating Agreement (Sleepmaster LLC)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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 income tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Oxford Resource Partners LP), Limited Liability Company Agreement (Oxford Resource Partners LP), Limited Liability Company Agreement (Oxford Resource Partners LP)
No State-Law Partnership. The Members intend that the Company not be a partnership (including a or 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 federal, state and state local income tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 3 contracts
Samples: Operating Agreement (RCN Corp /De/), License Agreement (Nstar/Ma), Operating Agreement (RCN Corp /De/)
No State-Law Partnership. The Members intend that the Company shall not be a partnership (including a limited partnership) or joint venture, and that no Member shall be a partner or joint venturer of any other Member, for any purposes purpose other than federal federal, state, and state local tax purposes, and the provisions of this Agreement may shall not be construed to suggest otherwise.
Appears in 3 contracts
Samples: Operating Agreement (Vinco Ventures, Inc.), Operating Agreement (Xspand Products Lab, Inc.), Operating Agreement (Xspand Products Lab, Inc.)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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 federal, state and state local tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Williams Communications Group Inc), Limited Liability Company Agreement (Williams Communications Group Inc), Limited Liability Company Agreement (Williams Communications Group Inc)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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, and that this Agreement may not be construed to suggest otherwise.
Appears in 3 contracts
Samples: Operating Agreement (TASCR Ventures, LLC), Operating Agreement (Bon-Ton Stores of Lancaster, Inc.), Operating Agreement (Olympic Steel Inc)
No State-Law Partnership. The Members intend that the Company is not be a partnership (including a limited partnership) or joint venture, and that no Manager or Member be is a partner or a joint venturer of any other Member, Manager or Member for any purposes other than federal and state income tax purposes, and . No provision of this Agreement may not be construed to suggest otherwise.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Martin Midstream Partners Lp), Limited Liability Company Agreement (Martin Midstream Partners Lp), Limited Liability Company Agreement (Martin Midstream Partners Lp)
No State-Law Partnership. The Members intend that the Company LLC not be a partnership (including 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, and this Agreement may not be construed to suggest otherwise.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Kimco Realty Corp), Limited Liability Company Agreement (Kimco Realty Corp), Limited Liability Company Agreement (Stockeryale Inc)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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, and this Agreement may not be construed to suggest otherwise.
Appears in 3 contracts
Samples: Operating Agreement (Atlantic Power Corp), Limited Liability Company Agreement (Noble Environmental Power LLC), Limited Liability Company Agreement (Noble Environmental Power LLC)
No State-Law Partnership. The Members Member(s) intend that the Company not be a partnership (including 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, and neither this Agreement may not nor any other document entered into by the Company or any Member shall be construed to suggest otherwise.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Alliance Laundry Systems LLC), Limited Liability Company Agreement (Alliance Laundry Systems LLC), Limited Liability Company Agreement (Alliance Laundry Corp)
No State-Law Partnership. The Members intend that (a) the Company shall not be a partnership (including including, without limitation, a limited partnership) or joint ventureventure other than for federal or state income tax purposes, and that (b) no Member or Manager shall be a partner or joint venturer of any other Member, Member or Manager as a result of this Agreement for any purposes other than federal and state tax purposes, and (c) this Agreement may shall not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Operating Agreement (Piedmont Natural Gas Co Inc), Operating Agreement (Piedmont Natural Gas Co Inc)
No State-Law Partnership. The Members intend Member(s) intend(s) that for state law purposes the Company not be a partnership (including a limited partnership) or joint venture, venture and that no Member be a partner or joint venturer of any other Member, Member for any purposes other than federal and state tax purposes, and this purpose. This Agreement may not be construed to suggest otherwise; though, for the avoidance of doubt, this Section 2.6 shall have no bearing on the classification of the Company for U.S. federal income tax purposes.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (CPI International, Inc.), Limited Liability Company Agreement (CPI International, Inc.)
No State-Law Partnership. The Members intend that the Company not be a partnership (including a limited partnership) or joint venture, and that no Member or Manager shall be a partner or joint venturer of any other MemberMember or Manager, for any purposes other than federal and state applicable tax purposeslaws, and this Operating Agreement may not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Operating Agreement (NextPlay Technologies Inc.), Operating Agreement (Monaker Group, Inc.)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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 U.S. federal and or state tax Tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Antero Resources Midstream Management LLC)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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 applicable tax purposesLaws, and this Agreement may not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Operating Agreement (Global Green Solutions Inc.), Operating Agreement (Valcent Products Inc.)
No State-Law Partnership. The Members intend that the Company and the relationship between the parties hereto not be constitute a partnership (including including, without limitation, a limited partnership) or joint ventureventure or similar arrangement, and that no Member be a partner or joint venturer of any other MemberMember as a result of this Agreement, for any purposes other than federal and state tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (El Paso Pipeline Partners, L.P.), Limited Liability Company Agreement (El Paso Pipeline Partners, L.P.)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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, and this Agreement these Regulations may not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
No State-Law Partnership. The Members intend that the Company shall not be a partnership (including including, without limitation, a limited partnership) or joint venture, and that no Member be a an agent, partner or joint venturer of any other Member, Member for any purposes other than U.S. federal and state tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Hydron Technologies Inc), Limited Liability Company Agreement (Public Media Works Inc)
No State-Law Partnership. The Members intend that the Company not be a partnership (including a limited partnership) or joint venture, and that no Member be a partner or joint venturer of any other MemberMember by virtue of this Agreement, for any purposes other than federal and state tax purposes, and neither this Agreement may not nor any other document entered into by the Company or any Member relating to the subject matter hereof shall be construed to suggest otherwise. Nothing in this Section 1.10 shall control with respect to income tax treatment of the Company.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Nisource Inc.), Limited Liability Company Agreement (Nisource Inc.)
No State-Law Partnership. The Members intend that the Company not be a partnership (including a limited partnership) or joint venture, and that no Member be a partner or joint venturer of any other MemberMember by virtue of this Agreement, for any purposes other than federal and state for tax purposes, and neither this Agreement may not nor any other document entered into by the Company or any Member relating to the subject matter hereof shall be construed to suggest otherwise.
Appears in 2 contracts
Samples: Implementation Agreement (Arch Coal Inc), Implementation Agreement (Peabody Energy Corp)
No State-Law Partnership. The Members intend that the Company is not intended to be a partnership (including a limited partnership) or joint venture, and that no Member be a partner or joint venturer of any other Member, venture for any purposes other than U.S. federal and state tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Tesoro Petroleum Co Inc), Limited Liability Company Agreement (Tesoro Alaska Co)
No State-Law Partnership. The Other than for tax purposes the Members intend that the Company not be a partnership (including 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, and this Agreement may not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Public Service Co of New Hampshire), Limited Liability Company Agreement (Nstar/Ma)
No State-Law Partnership. The Members intend that the Company LLC not be a partnership (including a limited partnership) or joint venture, and that no Member be a partner or joint venturer of any other MemberMember by virtue of this Agreement, for any purposes other than for U.S. federal and state income tax purposespurposes as set forth in Section 15.14, and neither this Agreement may not nor any other document entered into by the LLC or any Member relating to the subject matter hereof shall be construed to suggest otherwise.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Theravance Inc), Limited Liability Company Agreement (Theravance Biopharma, Inc.)
No State-Law Partnership. The Members intend Member intends that the Company not be a partnership (including a limited partnership) or joint venture, venture for state law purposes and that no neither the Member nor any Manager be a partner or joint venturer of the Member or any other Member, Manager for any purposes other than federal and state tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Anywhere Real Estate Group LLC), Limited Liability Company Agreement (Realogy Holdings Corp.)
No State-Law Partnership. The Members intend It is intended that the Company not be a partnership (including 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 this Agreement may will by virtue of membership in the Company not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
No State-Law Partnership. The Members intend that the Company shall not be considered a partnership (including including, without limitation, a limited partnership) or joint venture. In the event there is more than one member of the Company (each, and that a “Member”), no Member shall be a partner or joint venturer of any other Member, Member for any purposes other than federal and state tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Tesoro High Plains Pipeline Co LLC), Limited Liability Company Agreement (QEP Midstream Partners, LP)
No State-Law Partnership. The Members intend Member intends that the Company not be a partnership (including including, without limitation, a limited partnership) or joint venture, and that no Member 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 this Operating Agreement may not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Operating Agreement (A.W. Realty Company, LLC), Operating Agreement (A.W. Realty Company, LLC)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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 Federal and, to the extent permitted, state and state local tax purposes, and this Agreement may shall not be construed to suggest otherwiseproduce a contrary result.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Internet Capital Group Inc), Limited Liability Company Agreement (Internet Capital Group Inc)
No State-Law Partnership. The If at any time the Company has more than one Member, the Members intend that the Company not be a partnership (including 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 Federal and state income tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Penn Virginia GP Holdings, L.P.), Limited Liability Company Agreement (Penn Virginia GP Holdings, L.P.)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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 tax purposes under the Code and state any state, municipal or other income tax purposeslaw or regulation, and this Agreement may not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (NRG Yield, Inc.), Purchase and Sale Agreement
No State-Law Partnership. The Members intend that the Company LLC not be a partnership (including including, without limitation, a limited partnership) or joint venture, and that no Member Members be a partner or joint venturer of any other MemberMembers, for any purposes other than federal and state tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Operating Agreement (UHS of Timberlawn, Inc.), Operating Agreement (UHS of Timberlawn, Inc.)
No State-Law Partnership. The Members intend that the Company not be a partnership (including including, without limitation, a limited partnership or a mining 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 this Agreement may not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Operating Agreement (Crown Energy Corp), Operating Agreement (Crown Energy Corp)
No State-Law Partnership. The Members intend that the Company not be a partnership (including a partnership, limited partnership) , or a 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, and this Agreement may not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Company Agreement, Company Agreement
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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 applicable tax purposeslaws, and this Agreement may not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Operating Agreement (Amen Properties Inc), Operating Agreement (Amen Properties Inc)
No State-Law Partnership. The Members intend that the Company not be a partnership (including a limited partnership) or joint venture, and that no Member be a partner or joint venturer of any other Member, Member for any purposes other than federal and state tax purposes, and this Agreement may not be construed to suggest otherwise. The Members intend that the Company be taxed as a corporation for federal income tax purposes.
Appears in 2 contracts
Samples: Operating Agreement (Edgen Louisiana CORP), Operating Agreement (Edgen Louisiana CORP)
No State-Law Partnership. The Members intend that the Company not be a partnership (including a limited partnership) or joint venture, venture and that no Member be a partner or joint venturer of any other Member, Member for any purposes other than federal and state applicable tax purposes, and this laws. This Agreement may not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (T-Mobile USA, Inc.), Limited Liability Company Agreement (U S Energy Systems Inc)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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 and, if applicable, state tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Global Technologies LTD), Limited Liability Company Agreement (Edison Nation, Inc.)
No State-Law Partnership. The Members intend that the Company shall not be a partnership (including a limited partnership) or joint venture, and that no Member shall be a partner or joint venturer of any other MemberMember in connection with this Agreement, for any purposes purpose other than federal federal, state, and state local tax purposes, and the provisions of this Agreement may shall not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Avalon GloboCare Corp.), Operating Agreement (Asta Funding Inc)
No State-Law Partnership. The Members intend that the Company not be a partnership (including including, without limitation, a limited partnership) or joint venture, and that no Member be a partner of, or a joint venturer of with, any other Member, Member for any purposes purpose, other than for U.S. federal and state tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (NGC Corp), Limited Liability Company Agreement (Envirokare Tech Inc)
No State-Law Partnership. The Members intend Member intends that the Company not be a partnership (including a limited partnership) or joint venture, and that no the Member not be a an agent, partner or joint venturer of any other Member, Person for any purposes other than federal federal, state and state local tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Grede Wisconsin Subsidiaries LLC), Limited Liability Company Agreement (Grede Wisconsin Subsidiaries LLC)
No State-Law Partnership. The Members intend that the Company not be a partnership (including 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 income tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Quest Resource Corp), Limited Liability Company Agreement (Quest Resource Corp)
No State-Law Partnership. The Members intend that Other than for federal tax and state income tax purposes, the Company shall not be considered a partnership (including a limited partnership) or joint venture, and that no Member shall be a partner or joint venturer of any the other Member, Member for any purposes other than federal tax and state income tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Cleco Corp), Limited Liability Company Agreement (Cleco Corp)
No State-Law Partnership. The Members intend that the Company not be a partnership (including a limited partnership) or joint venture, venture and that no Member or Director be a partner or joint venturer venture of any other Member, Member or Director for any purposes other than federal and state applicable tax purposes, and this laws. This Agreement may not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Acco Brands Corp), Limited Liability Company Agreement (Acco Brands Corp)
No State-Law Partnership. The Members intend that the Company not be a partnership (including including, without limitation, a limited partnershippartnership in commendam) 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, and this Agreement may shall not be construed to suggest otherwise.
Appears in 2 contracts
Samples: Operating Agreement (BHNA Holdings Inc.), Operating Agreement (Medic Systems Inc)
No State-Law Partnership. The Members intend that the Company ------------------------ LLC not be a partnership (including including, without limitation, a limited partnership) or joint venture, venture and that no Member be a an agent, partner or joint venturer of any other Member, Member for any purposes other than federal Federal and state tax purposes, and this Agreement may agreement shall not be construed to suggest otherwise.
Appears in 1 contract
Samples: Limited Liability Company Agreement (St John Knits International Inc)
No State-Law Partnership. The Members intend that the Company not be be, and the Company is not, a partnership (including a limited partnership) or joint venture, and that no Member be be, and no Member is, a partner or joint venturer of any other Member, for any purposes other than federal and applicable state and local tax purposes, and this Agreement may shall not be construed to suggest otherwise.. FLOWCO MERGECO LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT
Appears in 1 contract
No State-Law Partnership. The Members intend that the Company shall not be a partnership (including including, without limitation, a limited partnership) or joint venture, venture and that no Member be a an agent, partner or joint venturer of any other Member, Member for any purposes other than U.S. federal and state tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 1 contract
Samples: Limited Liability Company Operating Agreement (Services International LLC)
No State-Law Partnership. The For any purposes other than federal and state tax purposes, the Members intend that the Company not be a partnership (including a limited partnership) or joint venture, 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, and this Agreement may not be construed to suggest otherwise.
Appears in 1 contract
No State-Law Partnership. The Members intend that the Company not be a partnership (including a limited partnership) or joint venture, and that no Member Member, Manager or Representative be a partner or joint venturer of any other Member, Manager or Representative for any purposes other than federal and state income tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Contango ORE, Inc.)
No State-Law Partnership. The Members intend that the Company not be ------------------------ a partnership (including 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, and this Agreement may shall not be construed to suggest otherwise.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Pacific Aerospace & Electronics Inc)
No State-Law Partnership. The Members intend that the Company not be a partnership (including including, without limitation, a limited partnership) or joint venture, and that no Member be a partner or joint venturer of any other Member, Member for any purposes purpose other than federal and state tax purposes, purposes and that this Agreement may not be construed or interpreted to suggest otherwise. The Members elect, however, to have the Company taxed as a partnership for tax purposes only.
Appears in 1 contract
Samples: Operating Agreement
No State-Law Partnership. The Members intend that the Company not be a partnership (including a limited partnership) or joint venture, and that no Member be a an agent, partner or joint venturer of any other Member, Member for any purposes other than federal federal, state and state local tax purposes, and this Agreement may shall not be construed to suggest otherwise.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Grede Wisconsin Subsidiaries LLC)
No State-Law Partnership. The Members intend that the Company not be a partnership (including a limited partnership) or joint venture, and that no Member be a partner or joint venturer of any the other Member, for any purposes other than federal and state tax purposes, and this Agreement may not be construed to suggest otherwise.
Appears in 1 contract
Samples: Limited Liability Company Agreement (NRG Retail LLC)
