Purpose; Duration Clause Samples
The "Purpose; Duration" clause defines both the intended objective of the agreement and the period during which it remains in effect. It typically outlines what the parties aim to achieve through their relationship and specifies the start and end dates, or the conditions under which the agreement will terminate. By clearly stating the agreement's scope and timeframe, this clause ensures that both parties understand the contract's goals and the limits of their obligations, thereby preventing misunderstandings about when and why the agreement applies.
Purpose; Duration. (a) The purpose of the Company is to engage in and conduct the Business, directly or, to the extent specifically authorized in this Agreement, indirectly through other Persons. The Company shall not form or have any Subsidiaries other than Ownership Entities or as otherwise authorized in or pursuant to this Agreement. The Company shall have all powers necessary, desirable or convenient, or which the Manager deems necessary, desirable or convenient, and may engage in any and all activities necessary, desirable or convenient, or which the Manager deems necessary, desirable or convenient, to accomplish the purposes of the Company or consistent with the furtherance thereof.
(b) Subject to Section 9.1, the Company shall continue in existence perpetually.
Purpose; Duration. (a) The purpose of the Company is to engage in any business or activity for which a limited liability company may be formed under the Act. The Company shall have all the powers necessary or convenient to accomplish the purposes of the Company or consistent with the furtherance thereof.
(b) Subject to Section 8.1, the Company shall have perpetual existence.
Purpose; Duration. (a) The Company may engage in any lawful business unless a more limited purpose is stated in the Certificate.
(b) Subject to Section 7.1, the Company shall continue in existence perpetually. ARTICLE Ill Management and Operations of the Company
3.1. Management ofthe Company's Affairs.
(a) The management of the Company is vested exclusively in the manager of the Company (the "Manager"). The Initial Member is hereby appointed as the Manager. Subject to the terms and conditions of this Agreement, the Manager shall have full and exc1usive power and discretion to, and shall, manage the business and affairs of the Company in accordance with this Agreement.
(b) No Person dealing with the Company or the Manager shall be required to determine, and any such Person may conclusively assume and rely upon, the authority of the Manager to execute any instrument or make any undertaking on behalf of the Company. No Person dealing with the Company or the Manager sha11 be required to determine any facts or circumstances bearing upon the existence of such authority. Without limitation of the foregoing, any Person dealing with the Company or the Manager is entitled to rely upon a certificate signed by the Manager as to:
(i) the identity of the Initial Member;
(ii) the existence or non-existence of any fact or facts that constitute a condition precedent to acts by the Manager or are in any other manner germane to the affairs of the Company;
(iii) the identity of Persons who are authorized to execute and deliver any instrument or document of or on behalf of the Company; or
(iv) any act or failure to act by the Company or any other matter whatsoever involving the Company or the Initial Member.
(c) Notwithstanding anything to the contrary contained in this Agreement, the parties hereto acknowledge and agree that:
(i) nothing contained in this Agreement creates any fiduciary duty on behalfof the Initial Member or the Manager; and
(ii) the Company hereby expressly waives any fiduciary duties that may otherwise be deemed to be owed by the Initial Member or the Manager to the Company.