Common use of Purposes and Business Clause in Contracts

Purposes and Business. The purpose and nature of the business to be conducted by the Company shall be to (a) serve as a member, partner or stockholder, as the case may be, of, and hold limited liability company interests, partnership (whether general or limited) interests or stock, as the case may be, in the Operating Companies and, in connection therewith, to exercise all the rights and powers conferred upon the Company as a member or stockholder, as the case may be, of such entities, (b) engage directly in, or enter into or form any corporation, partnership, joint venture, limited liability company or other arrangement to engage indirectly in, any business activity that the Operating Companies are permitted to engage in or that their Subsidiaries are permitted to engage in by their organizational documents or agreements, as amended or restated from time to time, and, in connection therewith, to exercise all of the rights and powers conferred upon the Company pursuant to the agreements relating to such business activity, (c) engage directly in, or enter into or form any corporation, partnership, joint venture, limited liability company or other arrangement to engage indirectly in, any business activity that is approved by the Board of Managers and that lawfully may be conducted by a limited liability company organized pursuant to the Delaware Act and, in connection therewith, to exercise all of the rights and powers conferred upon the Company pursuant to the agreements relating to such business activity; and (d) do anything necessary or appropriate to the foregoing, including the making of capital contributions or loans to a Group Member; provided, however, that the Company shall not engage, directly or indirectly, in any business activity that the Board of Managers determines would cause the Company to be treated as an association taxable as a corporation or otherwise taxable as an entity for federal income tax purposes. The Board of Managers has no obligation or duty to the Company or the Members to propose or approve, and may decline to propose or approve, the conduct by the Company of any business.

Appears in 2 contracts

Samples: Operating Agreement, Operating Agreement (Constellation Energy Partners LLC)

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Purposes and Business. The purpose and nature of the business to be conducted by the Company shall be to (a) serve as a member, partner member or stockholderpartner, as the case may be, ofof (i) Copano Pipelines Group, and hold L.L.C., a Delaware limited liability company, (ii) Copano Houston Central, L.L.C., a Delaware limited liability company, (iii) Copano/Xxxx-Xxxxx Pipeline GP, L.L.C., a Delaware limited liability company interestsand (iv) Copano/Xxxx-Xxxxx Pipeline, partnership (whether general or limited) interests or stockL.P., as the case may bea Delaware limited partnership, in the Operating Companies and, in connection therewith, to exercise all the rights and powers conferred upon the Company as a member or stockholderpartner, as the case may be, of such entities, (b) engage directly in, or enter into or form any corporation, partnership, joint venture, limited liability company or other arrangement to engage indirectly in, any business activity that the Operating Companies are permitted to engage in or that their Subsidiaries subsidiaries are permitted to engage in by their organizational documents or agreements, as amended or restated from time to time, agreements and, in connection therewith, to exercise all of the rights and powers conferred upon the Company pursuant to the agreements relating to such business activity, (c) engage directly in, or enter into or form any corporation, partnership, joint venture, limited liability company or other arrangement to engage indirectly in, any business activity that is approved by the Board of Managers Directors and that lawfully may be conducted by a limited liability company organized pursuant to the Delaware Act and, in connection therewith, to exercise all of the rights and powers conferred upon the Company pursuant to the agreements relating to such business activity; and (d) do anything necessary or appropriate to the foregoing, including the making of capital contributions or loans to a Group Member; provided, however, that the Company shall not engage, directly or indirectly, in any business activity that the Board of Managers Directors determines would cause the Company to be treated as an association taxable as a corporation Corporation or otherwise taxable as an entity for federal income tax purposes. The Board of Managers Directors has no obligation or duty to the Company or the Members to propose or approve, and may decline to propose or approve, the conduct by the Company of any business.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Copano Energy, L.L.C.), Limited Liability Company Agreement (Copano Energy, L.L.C.)

Purposes and Business. The purpose and nature of the business to be conducted by the Company shall be to (a) serve as a member, partner member or stockholderpartner, as the case may be, ofof (i) Copano Pipelines Group, and hold L.L.C., a Delaware limited liability company, (ii) Copano Houston Central, L.L.C., a Delaware limited liability company, (iii) Copano Xxxx-Xxxxx Pipeline GP, L.L.C., a Delaware limited liability company interestsand (iv) Copano/Xxxx-Xxxxx Pipeline, partnership (whether general or limited) interests or stockL.P., as the case may bea Delaware limited partnership, in the Operating Companies and, in connection therewith, to exercise all the rights and powers conferred upon the Company as a member or stockholderpartner, as the case may be, of such entities, (b) engage directly in, or enter into or form any corporation, partnership, joint venture, limited liability company or other arrangement to engage indirectly in, any business activity that the Operating Companies are permitted to engage in or that their Subsidiaries subsidiaries are permitted to engage in by their organizational documents or agreements, as amended or restated from time to time, agreements and, in connection therewith, to exercise all of the rights and powers conferred upon the Company pursuant to the agreements relating to such business activity, (c) engage directly in, or enter into or form any corporation, partnership, joint venture, limited liability company or other arrangement to engage indirectly in, any business activity that is approved by the Board of Managers Directors and that lawfully may be conducted by a limited liability company organized pursuant to the Delaware Act and, in connection therewith, to exercise all of the rights and powers conferred upon the Company pursuant to the agreements relating to such business activity; and (d) do anything necessary or appropriate to the foregoing, including the making of capital contributions or loans to a Group Member; provided, however, that the Company shall not engage, directly or indirectly, in any business activity that the Board of Managers Directors determines would cause the Company to be treated as an association taxable as a corporation Corporation or otherwise taxable as an entity for federal income tax purposes. The Board of Managers Directors has no obligation or duty to the Company or the Members to propose or approve, and may decline to propose or approve, the conduct by the Company of any business.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Copano Energy, L.L.C.)

Purposes and Business. The purpose and nature of the business to be conducted by the Company shall be to (a) serve as a member, partner or stockholder, as the case may be, ofof (i) Copano Pipelines Group, and hold L.L.C., a Delaware limited liability company, (ii) Copano Houston Central, L.L.C., a Delaware limited liability company, (iii) Copano/Wxxx-Xxxxx Pipeline GP, L.L.C., a Delaware limited liability company interests(iv) CWDPL LP Holdings, partnership L.L.C., a Delaware limited liability company, (whether general or limitedv) interests or stockCPNO Services GP, as the case may beL.L.C., in the Operating Companies a Delaware limited liability company, (vi) CPNO Services LP Holdings, L.L.C., a Delaware limited liability company, (vii) Copano Energy Finance Corporation, a Delaware corporation and (viii) Copano Energy/Rocky Mountains and Mid-Continent, L.L.C., a Delaware limited liability company, and, in connection therewith, to exercise all the rights and powers conferred upon the Company as a member member, partner or stockholder, as the case may be, of such entities, (b) engage directly in, or enter into or form any corporation, partnership, joint venture, limited liability company or other arrangement to engage indirectly in, any business activity that the Operating Companies are permitted to engage in or that their Subsidiaries subsidiaries are permitted to engage in by their organizational documents or agreements, as amended or restated from time to time, agreements and, in connection therewith, to exercise all of the rights and powers conferred upon the Company pursuant to the agreements relating to such business activity, (c) engage directly in, or enter into or form any corporation, partnership, joint venture, limited liability company or other arrangement to engage indirectly in, any business activity that is approved by the Board of Managers Directors and that lawfully may be conducted by a limited liability company organized pursuant to the Delaware Act and, in connection therewith, to exercise all of the rights and powers conferred upon the Company pursuant to the agreements relating to such business activity; and (d) do anything necessary or appropriate to the foregoing, including the making of capital contributions or loans to a Group Member; provided, however, that the Company shall not engage, directly or indirectly, in any business activity that the Board of Managers Directors determines would cause the Company to be treated as an association taxable as a corporation Corporation or otherwise taxable as an entity for federal income tax purposes. The Board of Managers Directors has no obligation or duty to the Company or the Members to propose or approve, and may decline to propose or approve, the conduct by the Company of any business.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Copano Energy, L.L.C.)

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Purposes and Business. The purpose and nature of the business to be conducted by the Company shall be to (a) serve as a member, partner or stockholder, as the case may be, member of, and hold limited liability company interestsinterests in, partnership (whether general or limitedi) interests or stockVxxxxx XX, as the case may beLLC, in the Operating Companies a Delaware limited liability company and (ii) Riverwalk Holdings, LLC, a Delaware limited liability company, and, in connection therewith, to exercise all the rights and powers conferred upon the Company as a member or stockholder, as the case may be, of such entities, (b) engage directly in, or enter into or form any corporation, partnership, joint venture, limited liability company or other arrangement to engage indirectly in, any business activity that any Group Member or the Operating Companies are MLP is permitted to engage in or that their Subsidiaries subsidiaries are permitted to engage in by their organizational documents or agreements, as amended or restated from time to time, agreements and, in connection therewith, to exercise all of the rights and powers conferred upon the Company pursuant to the agreements relating to such business activity, (c) engage directly in, or enter into or form any corporation, partnership, joint venture, limited liability company or other arrangement to engage indirectly in, any business activity that is approved by the Board of Managers Directors and that lawfully may be conducted by a limited liability company organized pursuant to the Delaware Act and, in connection therewith, to exercise all of the rights and powers conferred upon the Company pursuant to the agreements relating to such business activity; and (d) do anything necessary or appropriate to the foregoing, including the making of capital contributions or loans to a Group Member; provided, however, that the Company shall not engage, directly or indirectly, in any business activity that the Board of Managers Directors determines would cause the Company to be treated as an association taxable as a corporation or otherwise taxable as an entity for federal income tax purposes. The Board of Managers Directors has no obligation or duty to the Company or the Members to propose or approve, and may decline to propose or approve, the conduct by the Company of any business.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Valero Gp Holdings LLC)

Purposes and Business. The purpose and nature of the business to be conducted by the Company shall be to (a) serve as a member, partner member or stockholderpartner, as the case may be, ofof (i) Copano Pipelines Group, and hold L.L.C., a Delaware limited liability company, (ii) Copano Houston Central, L.L.C., a Delaware limited liability company, (iii) Copano/Xxxx-Xxxxx Pipeline GP, L.L.C., a Delaware limited liability company interestsand (iv) CWDPL LP Holdings, partnership (whether general or limited) interests or stockL.L.C., as the case may bea Delaware limited liability company, in the Operating Companies and, in connection therewith, to exercise all the rights and powers conferred upon the Company as a member or stockholderpartner, as the case may be, of such entities, (b) engage directly in, or enter into or form any corporation, partnership, joint venture, limited liability company or other arrangement to engage indirectly in, any business activity that the Operating Companies are permitted to engage in or that their Subsidiaries subsidiaries are permitted to engage in by their organizational documents or agreements, as amended or restated from time to time, agreements and, in connection therewith, to exercise all of the rights and powers conferred upon the Company pursuant to the agreements relating to such business activity, (c) engage directly in, or enter into or form any corporation, partnership, joint venture, limited liability company or other arrangement to engage indirectly in, any business activity that is approved by the Board of Managers Directors and that lawfully may be conducted by a limited liability company organized pursuant to the Delaware Act and, in connection therewith, to exercise all of the rights and powers conferred upon the Company pursuant to the agreements relating to such business activity; and (d) do anything necessary or appropriate to the foregoing, including the making of capital contributions or loans to a Group Member; provided, however, that the Company shall not engage, directly or indirectly, in any business activity that the Board of Managers Directors determines would cause the Company to be treated as an association taxable as a corporation Corporation or otherwise taxable as an entity for federal income tax purposes. The Board of Managers Directors has no obligation or duty to the Company or the Members to propose or approve, and may decline to propose or approve, the conduct by the Company of any business.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Copano Energy, L.L.C.)

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