Common use of Separate Existence Clause in Contracts

Separate Existence. Except for financial reporting purposes (to the extent required by generally accepted accounting principles) and for federal income tax purposes and, to the extent consistent with applicable state tax law, state income and franchise tax purposes, the Member and the Managers shall take all steps necessary to continue the identity of the Company as a separate legal entity and to make it apparent to third Persons that the Company is an entity with assets and liabilities distinct from those of the Member, Affiliates of the Member or any other Person, and that, the Company is not a division of any of the Affiliates of the Company or any other Person. In that regard, and without limiting the foregoing in any manner, the Company shall:

Appears in 25 contracts

Samples: Limited Liability Company Agreement (Duke Energy Progress SC Storm Funding LLC), Limited Liability Company Agreement (Duke Energy Progress SC Storm Funding LLC), Limited Liability Company Agreement (Duke Energy Progress SC Storm Funding LLC)

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Separate Existence. Except for financial reporting purposes (to the extent required by generally accepted accounting principles) and for federal income tax purposes and, to the extent consistent with applicable state tax law, state income and franchise tax purposes, the Member and the Managers shall take all steps necessary to continue the identity of the Company as a separate legal entity and to make it apparent to third Persons that the Company is an entity with assets and liabilities distinct from those of the Member, Affiliates of the Member or any other Person, and that, that the Company is not a division of any of the Affiliates of the Company or any other Person. In that regard, and without limiting the foregoing in any manner, the Company shall:

Appears in 22 contracts

Samples: Limited Liability Company Agreement (PG&E Recovery Funding LLC), Limited Liability Company Agreement (Evergy Missouri West Storm Funding I, LLC), Limited Liability Company Agreement (Evergy Missouri West Storm Funding I, LLC)

Separate Existence. Except for financial reporting purposes (to the extent required by generally accepted accounting principlesGAAP) and for federal income tax purposes and, to the extent consistent with applicable state tax law, state income and franchise tax purposes, the Sole Member and the Managers Management Committee shall take all steps necessary to continue the identity of the Company as a separate legal entity and to make it apparent to third Persons that the Company is an entity with assets and liabilities distinct from those of the Sole Member, Affiliates of the Sole Member or any other Person, and that, the Company is not a division of any of the Affiliates of the Company or any other Person. In that regard, and without limiting the foregoing in any manner, the Company shall:

Appears in 8 contracts

Samples: Limited Liability Company Agreement, Limited Liability Company Agreement, Limited Liability Company Agreement (FirstEnergy Ohio PIRB Special Purpose Trust 2013)

Separate Existence. Except The Member and the Managers shall take all steps necessary to continue the identity of the Company as a separate legal entity (until dissolution under Section 9.02) and, except for financial reporting purposes (to the extent required by generally accepted accounting principles) and for federal income tax purposes and, to the extent consistent with applicable state tax law, state income and franchise tax purposes, the Member and the Managers shall take all steps necessary to continue the identity of the Company as a separate legal entity and to make it apparent to third Persons that (a) the Company is an entity with assets and liabilities distinct from those of the Member, Affiliates of the Member or any other Person, and that, (b) the Company is not a division of any of the Affiliates of the Company or any other Person. In that regard, and without limiting the foregoing in any manner, the Company shall:

Appears in 4 contracts

Samples: Limited Liability Company Operating Agreement (Cleco Power LLC), Limited Liability Company Operating Agreement (Cleco Power LLC), Limited Liability Company Operating Agreement (Cleco Power LLC)

Separate Existence. Except for financial reporting purposes (to the extent required by generally accepted accounting principles) and for U.S. federal income tax purposes and, to the extent consistent with applicable state tax law, state income and franchise tax purposes, the Member and the Managers shall take all steps necessary to continue the identity of the Company as a separate legal entity and to make it apparent to third Persons that the Company is an entity with assets and liabilities distinct from those of the Member, Affiliates of the Member or and any other Person, and that, the Company is not a division of any of the Affiliates of the Company or any other Person. In that regard, and without limiting the foregoing in any manner, the Company shall:

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Consumers 2023 Securitization Funding LLC), Limited Liability Company Agreement (Consumers 2023 Securitization Funding LLC), Limited Liability Company Agreement (Consumers 2023 Securitization Funding LLC)

Separate Existence. Except for financial reporting purposes (to the extent required by generally accepted accounting principles) and for federal income tax purposes and, to the extent consistent with applicable state tax law, state income and franchise tax purposes, the Member and the Managers shall take all steps necessary to continue the identity of the Company as a separate legal entity and to make it apparent to third Persons that the Company is an entity with assets and liabilities distinct from those of the Member, Affiliates of the Member or and any other Person, and that, the Company is not a division of any of the Affiliates of the Company or any other Person. In that regard, and without limiting the foregoing in any manner, the Company shall:

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Consumers Energy Co), Limited Liability Company Agreement (Consumers Energy Co), Limited Liability Company Agreement (Consumers 2014 Securitization Funding LLC)

Separate Existence. Except for financial reporting purposes (to the extent required by generally accepted accounting principles) and for federal income tax purposes and, to the extent consistent with applicable state tax law, state income and franchise tax purposes, the Member and the Managers shall take all steps actions necessary to continue the identity of the Company as a separate legal entity and to make it apparent to third Persons that the Company is an entity with assets and liabilities distinct from those of the Member, Affiliates of the Member or any other Person, and that, that the Company is not a division of the Member, any of the Affiliates of the Company Member or any other Person. In that regard, and without limiting the foregoing in any manner, the Company shall:

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Virginia Power Fuel Securitization, LLC), Limited Liability Company Agreement (Virginia Power Fuel Securitization, LLC)

Separate Existence. Except for financial reporting purposes (to the extent required by generally accepted accounting principles) and for federal income tax purposes and, to the extent consistent with applicable state tax law, state income and franchise tax purposes, the Member and the Managers shall take all steps necessary to continue the identity of the Company as a separate legal entity and to make it apparent to third Persons that the Company is an entity with assets and liabilities distinct from those of the Member, Affiliates of the Member or any other PersonPerson and correcting any known misunderstandings, and that, the Company is not a division of any of the Affiliates of the Company or any other Person. In that regard, and without limiting the foregoing in any manner, the Company shall:

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Duke Energy Florida, Llc.), Limited Liability Company Agreement (Duke Energy Florida, Llc.)

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Separate Existence. Except for financial reporting purposes (to the extent required by generally accepted accounting principles) and for federal income tax purposes and, to the extent consistent with applicable state tax law, state income and franchise tax purposes, the Member and the Managers shall take all steps necessary to continue the identity of the Company as a separate legal entity and to make it apparent to third Persons that the Company is an entity with assets assets, liabilities and liabilities financial accounts distinct from those of the Member, Affiliates of the Member Member, the Managers or any other Person, and that, the Company is not a division of any of the Member, Affiliates of the Company Member, the Company’s Affiliates or any other Person. In that regard, and without limiting the foregoing in any manner, the Company shall:

Appears in 2 contracts

Samples: Limited Liability Company Agreement (RSB Bondco LLC), Limited Liability Company Agreement (RSB Bondco LLC)

Separate Existence. Except for financial reporting purposes (to the extent required by generally accepted accounting principles) and for federal income tax purposes and, to the extent consistent with applicable state tax law, state income and franchise tax purposes, the Member and the Managers shall take all steps necessary to continue the identity of the Company as a separate legal entity and to make it apparent to third Persons that the Company is an entity with assets and liabilities distinct from those of the Member, Affiliates of the Member or any other Person, and that, the Company is not a division of any of 5 the Affiliates of the Company or any other Person. In that regard, and without limiting the foregoing in any manner, the Company shall:

Appears in 1 contract

Samples: Limited Liability Company Agreement (Entergy Texas, Inc.)

Separate Existence. Except The Member and the Managers shall take all steps necessary to continue the identity of the Company as a separate legal entity and, except for financial reporting purposes (to the extent required by generally accepted accounting principles) and for federal income tax purposes and, to the extent consistent with applicable state tax law, state income and franchise tax purposes, the Member and the Managers shall take all steps necessary to continue the identity of the Company as a separate legal entity and to make it apparent to third Persons that (a) the Company is an entity with assets and liabilities distinct from those of the Member, Affiliates of the Member or any other Person, and that, (b) the Company is not a division of any of the Affiliates of the Company or any other Person. In that regard, and without limiting the foregoing in any manner, the Company shall:

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (Cleco Katrina/Rita Hurricane Recovery Funding LLC)

Separate Existence. Except for financial reporting purposes (to the extent required by generally accepted accounting principles) and for federal income tax purposes and, to the extent consistent with applicable state tax law, state income and franchise tax purposes, the Member and the Managers shall take all steps necessary to continue the identity of the Company as a separate legal entity and to make it apparent to third Persons that the Company is an entity with assets and liabilities distinct from those of the Member, Affiliates of the Member or any other Person, and that, the Company is not a division of the Member or any of the its Affiliates of the Company or any other Person. In that regard, and without limiting the foregoing in any manner, the Company shall:

Appears in 1 contract

Samples: Limited Liability Company Agreement (WEPCo Environmental Trust Finance I, LLC)

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