Common use of Series of Interests Clause in Contracts

Series of Interests. The Company may be a series limited liability company pursuant to Section 18-215 of the Act, and each class of Interests created pursuant to Section 5.2 hereof may be designated by the Directors as a separate series of the Company within the meaning of Section 18-215 of the Act (each, a "Series"). As such, separate and distinct records shall be maintained by the Company for each Series and the assets of the Company associated with a particular Series shall be held and accounted for by the Company in such separate and distinct records separately from the assets of any other Series or the general assets of the Company. Except to the extent otherwise expressly provided in this Agreement or in the terms of the instrument establishing such Series, (i) the debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to a particular Series shall be enforceable against the assets of such Series only, and not against the assets of the Company generally or the assets of any other Series and (ii) none of the debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to a particular Series shall be enforceable against the assets of any other Series or the general assets of the Company. Notice of this limitation on interseries liabilities shall be set forth in the certificate of formation of the Company (whether originally or by amendment) as filed or to be filed in the Office of the Secretary of State of the State of Delaware pursuant to the Act, and upon the giving of such notice in the certificate of formation, the statutory provisions of Section 18-215 of the Act relating to limitations on interseries liabilities (and the statutory effect under Section 18-215(b) of setting forth such notice in the certificate of formation) shall become applicable to the Company and each Series. Every note, bond, contract or other undertaking issued by or on behalf of a particular Series shall include a recitation limiting the obligation represented thereby to that Series and its assets.