Appointment of Manager as Attorney in Fact. Each Member, by executing this Agreement, irrevocably constitutes and appoints the Managers named herein and such persons acting alone as such Member’s true and lawful attorneys-in-fact and agent, with full power and authority in such Member’s name, place, and stead to execute, acknowledge, and deliver, and to file or record in any appropriate public office: (a) any certificate or other instrument that may be necessary, desirable, or appropriate to qualify the Company as a limited liability company or to transaction business as such in any jurisdiction in which the Company conducts business; (b) any certificate or amendment to the Company’s Articles of Organization or to any certificate or other instrument that may be necessary, desirable, or appropriate to reflect an amendment approved by the Members in accordance with the provisions of this Agreement; (c) any certificates or instruments that may be necessary, desirable, or appropriate to reflect the dissolution and winding up of the Company; and (d) any certificates necessary to comply with the provisions of this Agreement. This power of attorney will be deemed to be coupled with an interest and will survive the transfer of the Member’s Economic Interest or Membership Interest. Notwithstanding the existence of this power of attorney, each Member agrees to join in the execution, acknowledgment, and delivery of the instruments referred to above if requested to do so by the Managers. This power of attorney is a limited power of attorney and does not authorize the Manager to act on behalf of a Member except as described herein.
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Sources: Operating Agreement (Atwood Minerals & Mining CORP.), Operating Agreement (Atwood Minerals & Mining CORP.)
Appointment of Manager as Attorney in Fact. Each Member, by executing this Agreement, irrevocably constitutes and appoints the Managers named herein each Manager and such persons any of them acting alone as such Member’s 's true and lawful attorneysattorney-in-fact and agent, with full power and authority in such Member’s 's name, place, and stead to execute, acknowledge, and deliver, and to file or record in any appropriate public office: (a) any certificate or other instrument that may be necessary, desirable, or appropriate to qualify the Company as a limited liability company or to transaction transact business as such in any jurisdiction in which the Company conducts business; (b) any certificate or amendment to the Company’s Articles 's Certificate of Formation of Organization or to any certificate or other instrument that may be necessary, necessary desirable, or appropriate to reflect an amendment approved by the Members in accordance with the provisions of this Agreement; (c) any certificates or instruments that may be necessary, desirable, or appropriate to reflect the dissolution and winding up of the Company; and (d) any certificates necessary to comply with the provisions of this Agreement. This power of attorney will be deemed to be coupled with an interest and will survive the transfer Transfer of the Member’s 's Economic Interest or Membership Interest. Notwithstanding the existence of this power of attorney, each Member agrees to join in the execution, acknowledgment, and delivery of the instruments referred to above if requested to do so by the Managersa Manager. This power of attorney is a limited power of attorney and does not authorize the any Manager to act on behalf of a Member except as described herein.
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