Common use of Title Holding Subsidiaries Clause in Contracts

Title Holding Subsidiaries. Title to each Property may be held by a separate, single purpose, limited liability company or partnership that is wholly owned by, and whose only members, partners and/or managers are, the Company and other limited liability companies wholly owned (directly or indirectly) by the Company (each a “Title Holding Subsidiary”). It shall be the General Partner’s duty and responsibility to duly form and maintain each Title Holding Subsidiary and cause each Title Holding Subsidiary to be and remain in good standing in its state of organization and qualified to do business in each jurisdiction in which it owns property or otherwise conducts business, to obtain appropriate employer and/or tax identification numbers (to the extent required) for the Title Holding Subsidiary, and the like. The rights, duties, responsibilities and authority of the Partners with respect to Title Holding Subsidiaries and Properties owned through a Title Holding Subsidiary shall be identical to their respective rights, duties, responsibilities and authority with respect to the Company and Properties owned directly by the Company. Any provision of this Agreement giving the Partners the right or authority to take any action or refrain from taking any action, or cause the Company to take any action or refrain from taking any action, shall be interpreted to give them the identical right or authority with respect to the appropriate Title Holding Subsidiary. Any provision of this Agreement imposing any duty or responsibility on the Partners, or limiting their respective rights or authority, with respect to Properties owned directly by the Company shall be interpreted to impose the identical duty, responsibility or limitation on them with respect to Properties owned through a Title Holding Subsidiary. The operating agreement for each Title Holding Subsidiary shall be in a form approved by the Partners.

Title Holding Subsidiaries. Title to each Property may Project will be held by a separate, single purpose, limited liability company or partnership that which is wholly owned by, and whose only membersmember and manager is, partners and/or managers are, the Company and other limited liability companies wholly owned (directly or indirectly) by , the Company (each such direct or indirect subsidiary, a “Title Holding Subsidiary”). It shall be the General PartnerManager’s duty and responsibility to duly form and maintain each Title Holding Subsidiary and cause each Title Holding Subsidiary to be and remain in good standing in its state of organization and qualified to do business in each jurisdiction in which it owns property or otherwise conducts businessthe State of Texas, to obtain appropriate employer and/or tax identification numbers (to the extent required) for the Title Holding Subsidiary, and the like. The rights, Manager’s and Investor’s duties, responsibilities and authority of the Partners with respect to Title Holding Subsidiaries and Properties owned through a each Title Holding Subsidiary shall be identical to their respective rights, Manager’s or Investor’s duties, responsibilities and authority with respect to the Company and Properties owned directly by the Companyset forth in this Agreement. Any provision of this Agreement giving the Partners Manager the right or authority to take any action or refrain from taking any action, or cause the Company to take any action or refrain from taking any action, shall be interpreted to give them the Manager the identical right or authority with respect to the appropriate Title Holding Subsidiary. Any provision of this Agreement imposing any duty or responsibility on the PartnersManager or on Investor, or limiting their respective rights Manager’s or Investor’s authority, with respect to Properties owned directly by the Company shall be interpreted to impose the identical duty, responsibility or limitation on them Manager or Investor with respect to Properties owned through a the applicable Title Holding Subsidiary. Each Title Holding Subsidiary shall be deemed to be an extension of the Company for purposes of determining the rights, duties and obligations of the Members, including without limitation the contribution of capital and the receipt of distributions and allocations under this Agreement. The operating agreement for each Title Holding Subsidiary shall be in a form approved by the PartnersManagement Committee. The initial ownership structure of the Projects through Title Holding Subsidiaries will be as set forth on the ownership chart attached hereto as Exhibit M-2, and the operating agreement of each such initial Title Holding Subsidiary has been approved by the Management Committee.

Title Holding Subsidiaries. Title to each Property Project may be held by a separate, single purpose, limited liability company or partnership that which is wholly owned by, and whose only membersmember and manager is, partners and/or managers are, the Company and other limited liability companies wholly owned (directly or indirectly) by the Company (each a “Title Holding Subsidiary”). It shall be the General PartnerManager’s duty and responsibility to duly form and maintain each Title Holding Subsidiary and cause each Title Holding Subsidiary to be and remain in good standing in its state of organization and qualified to do business in each jurisdiction in which it owns property or otherwise conducts business, to obtain appropriate employer and/or tax identification numbers (to the extent required) for the Title Holding Subsidiary, and the like. The rights, Manager’s duties, responsibilities and authority of the Partners with respect to Title Holding Subsidiaries and Properties owned through a each Title Holding Subsidiary shall be identical to their respective rights, Manager’s duties, responsibilities and authority with respect to the Company and Properties owned directly by the Companyset forth in this Agreement. Any provision of this Agreement giving the Partners Manager the right or authority to take any action or refrain from taking any action, or cause the Company to take any action or refrain from taking any action, shall be interpreted to give them the Manager the identical right or authority with respect to the appropriate Title Holding Subsidiary. Any provision of this Agreement imposing any duty or responsibility on the PartnersManager, or limiting their respective rights or Manager’s authority, with respect to Properties owned directly by the Company shall be interpreted to impose the identical duty, responsibility or limitation on them Manager with respect to Properties owned through a the applicable Title Holding Subsidiary. Each Title Holding Subsidiary shall be deemed to be an extension of the Company for purposes of determining the rights, duties and obligations of the Members, including without limitation the contribution of capital and the receipt of distributions and allocations under this Agreement. The operating agreement for each Title Holding Subsidiary shall be in a form approved by the PartnersManagement Committee.