Segregated Series. Each Series shall be identified by a separate series name and each Member in a Series shall hold membership interests in the Company with respect to such Series (“Interests”). The names and addresses of each Member and their Percentage Interests shall be set forth in the books and records of the Company and the applicable Series. The Series Holdings belonging to a particular Series shall belong to that Series for all purposes and to no other Series. The Series Holdings of each Series shall be subject only to the rights of the creditors of that particular Series. The assets belonging to a particular Series shall be recorded upon the books of the Company for that Series and to the extent that Series Holdings are deemed to be held by the Company, shall be held by the Company and the Manager in trust for the benefit of the Members associated with such Series. The debts, liabilities and obligations incurred, contracted for or otherwise existing with respect to a Series shall be enforceable against the assets of such Series only and not against any other assets of the Company generally or any other Series. Separate and distinct records shall be maintained for each and every Series, and assets associated with any such Series shall be accounted for separately from the other assets of the Company, or any other Series of the Company. Notice of this contractual limitation on inter-series liabilities is set forth in the Certificate of Formation, and the statutory provisions of Sections 18-215 and 18-218 of the Act relating to the limitations on inter-series liabilities are applicable to the Company and each Series. Any Person extending credit to, contracting with, or having any claim against any Series may look only to the assets of that Series to satisfy or enforce any debt, liability, obligation or expense incurred, contracted for or otherwise existing with respect to that Series.
Appears in 6 contracts
Samples: Operating Agreement, Operating Agreement, Operating Agreement
