Continuation; Filings Sample Clauses

Continuation; Filings. Pursuant to the LLC Act and in accordance with the further terms and provisions hereof, the Member hereby continues the Company as a limited liability company. The Certificate of Formation has been duly executed and filed with the Secretary of State of the State of Delaware by Xxxxxx X. Xxxxxx as an authorized person within the meaning of the LLC Act. Upon such filing, his powers as an “authorized person” ceased. Xxxxxxx X. Xxxx, as an authorized person, has executed, delivered and filed the Certificate of Amendment to the Certificate of Formation with the Secretary of State of the State of Delaware. Upon such filing, her powers as an authorized person ceased. The Managers, as authorized persons, shall execute or cause to be executed from time to time all other instruments, certificates, notices and documents, and shall do or cause to be done all such filing, recording, publishing and other acts, in each case, as may be necessary or appropriate from time to time to comply with all applicable requirements for the formation, operation and, when appropriate, termination of a limited liability company in the State of Delaware and all other jurisdictions where the Company shall desire to conduct its business.
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Continuation; Filings. Pursuant to the LLC Act and in accordance with the further terms and provisions hereof, the Member hereby continues the Company as a limited liability company. The Certificate of Formation has been duly executed and filed with the Secretary of State of the State of Delaware by Xxxxxxx X. Xxxxxx as an authorized person within the meaning of the LLC Act. Upon such filing, his powers as an "authorized person" ceased. The Member, as an authorized person, shall execute or cause to be executed from time to time all other instruments, certificates, notices and documents, and shall do or cause to be done all such filing, recording, publishing and other acts, in each case, as may be necessary or appropriate from time to time to comply with all applicable requirements for the formation and/or operation and, when appropriate, termination of a limited liability company in the State of Delaware and all other jurisdictions where the Company shall desire to conduct its business.
Sample 1Sample 2
Continuation; Filings. Pursuant to the LLC Act and in accordance with the further terms and provisions hereof, the Member hereby continues the Company as a limited liability company. The Certificate of Formation has been duly executed and filed with the Secretary of State of the State of Delaware by Xxxxxx X. Xxxxxx as an authorized person within the meaning of the LLC Act. Upon such filing, his powers as an “authorized person” ceased. Xxxxxxxx X. Xxxxx, as an authorized person, has executed, delivered and filed the Certificate of Amendment to the Certificate of Formation with the Secretary of State of the State of Delaware. Upon such filing, her powers as an authorized person ceased. The Managers, as authorized persons, shall execute or cause to be executed from time to time all other instruments, certificates, notices and documents, and shall do or cause to be done all such filing, recording, publishing and other acts, in each case, as may be necessary or appropriate from time to time to comply with all applicable requirements for the formation, operation and, when appropriate, termination of a limited liability company in the State of Delaware and all other jurisdictions where the Company shall desire to conduct its business. SECTION 2.02 Name and Office The name of the Company shall be “MP Environmental Funding LLC”. All business of the Company shall be conducted in such name and all contracts, property and other assets of the Company shall be held in that name and the Member shall not have any ownership interest in such contracts, property or other assets in its individual name. (b) The address of the registered office of the Company in the State of Delaware is c/o The Corporation Trust Company, Corporation Trust Center, 0000 Xxxxxx Xxxxxx, Xxxxxxxxxx, Xxxxxxxx 00000. The name of the Company’s registered agent at that address is The Corporation Trust Company. (c) The Company may also have offices at such other places both within and without the State of Delaware as the Member may from time to time determine. 7 SECTION 2.03
Sample 1
Continuation; Filings. By execution of this Agreement, the parties hereto agree to the continuation of the Company as a limited liability company pursuant to and in accordance with the LLC Act. Immediately following the execution of this Agreement, the parties agree to the filing by the Company with the Department of a restatement of the Original Articles (such restatement, as amended and/or restated from time to time, is referred to herein as the "ARTICLES"), amending and restating in their entirety the Original Articles. The parties further agree to execute and deliver, or to the execution and/or delivery on behalf of the Company of, such other certificates, instruments, notices and/or documents, and to the filing, recording and publishing of such certificates, instruments, notices and/or documents, and to the performance of such other acts, as may be necessary or appropriate from time to time to comply with all applicable requirements for the existence and continuation of the Company in the State of Michigan and the carrying out of its activities. The parties agree that the operation of the Company and the relationship of the Member and Managers to the Company shall, subject to Section 9.7 hereof, be governed by the Governing Documents.
Sample 1
Continuation; Filings. By execution of this Agreement, the parties hereto agree to the continuation of the Company as a limited liability company pursuant to and in accordance with the LLC Act. Immediately following the execution of this Agreement, the parties agree to the filing by the Company with the Department of a restatement of the Original Articles (the restatement of the Original Articles, as amended and/or restated from time to time, is referred to herein as the "ARTICLES"), amending and restating in their entirety the Original Articles. The parties further agree to execute and deliver, or to the execution
Sample 1

Related to Continuation; Filings

  • Patent Filings The Party responsible for Prosecution and Maintenance of any Patent Rights as set forth in Section 7.2.2 and Section 7.2.3 will endeavor to obtain patent protection for the applicable Product as it Prosecutes and Maintains its other patents Covering products in development, using counsel of its own choice but reasonably acceptable to the other Party, in such countries as the responsible Party sees fit.

  • Filings The Company will file with the Commission such reports as may be required by Rule 463 under the Securities Act.

  • Financing Statement Filings Grantor recognizes that financing statements pertaining to the Collateral have been or may be filed in one or more of the following jurisdictions: the location of Grantor’s principal residence, the location of Grantor’s place of business, the location of Grantor’s chief executive office, or other such place as the Grantor may be “located” under the provisions of the Code; where Grantor maintains any Collateral, or has its records concerning any Collateral, as the case may be. Without limitation of any other covenant herein, Grantor will neither cause or permit any change in the location of (i) any Collateral, (ii) any records concerning any Collateral, or (iii) Grantor’s principal residence, the location of Grantor’s place of business, or the location of Grantor’s chief executive office, as the case may be, to a jurisdiction other than as represented in Subsection 6(g), nor will Grantor change its name or the Organizational Information as represented in Subsection 6(g), unless Grantor shall have notified Secured Party in writing of such change at least thirty (30) days prior to the effective date of such change, and shall have first taken all action required by Secured Party for the purpose of further perfecting or protecting the security interest in favor of Secured Party in the Collateral. In any written notice furnished pursuant to this Subsection, Grantor will expressly state that the notice is required by this Agreement and contains facts that may require additional filings of financing statements, amendments or other notices for the purpose of continuing perfection of Secured Party’s security interest in the Collateral. Without limiting Secured Party’s rights hereunder, Grantor authorizes Secured Party to file financing statements or amendments thereto under the provisions of the Code as amended from time to time.

  • Other Filings Use its reasonable best efforts to cause the Registrable Securities covered by the applicable registration statement to be registered with or approved by such other Governmental Authorities as may be necessary to enable the seller or sellers thereof or the underwriter or underwriters, if any, to consummate the disposition of such Registrable Securities;

  • Intellectual Property Filings Such patent, trademark and copyright notices, filings and recordations necessary or appropriate to perfect the security interests in intellectual property and intellectual property rights, as determined by the Collateral Agent.

  • Public Filings The documents filed by the Company (the "Public Filings") with the Commission at the time they were filed with the Commission, complied in all material respects with the requirements of the 1933 Act, the Securities Exchange Act of 1934, as amended (the "1934 Act"), and the rules and regulations promulgated thereunder, as applicable. The Public Filings do not include any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading.

  • Complete Disclosure No Loan Document contains any untrue statement of a material fact, nor fails to disclose any material fact necessary to make the statements contained therein not materially misleading. There is no fact or circumstance that any Obligor has failed to disclose to Agent in writing that could reasonably be expected to have a Material Adverse Effect.

  • Full and Accurate Disclosure No statement of fact made by Borrower in this Agreement or in any of the other Loan Documents contains any untrue statement of a material fact or omits to state any material fact necessary to make statements contained herein or therein not misleading. There is no material fact presently known to Borrower which has not been disclosed to Lender which adversely affects, nor as far as Borrower can foresee, might adversely affect, the Property or the business, operations or condition (financial or otherwise) of Borrower.

  • Lien Filings The Seller is not aware of any material judgment, ERISA or tax lien filings against the Seller.

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