Duties of the Board Sample Clauses

Duties of the Board. The Board and the Members shall cause the Company to do or cause to be done all things necessary to preserve and keep in full force and effect its existence, rights (charter and statutory) and franchises. The Board also shall cause the Company to: 1. Maintain its own books, records, accounts, financial statements, stationery, invoices, checks and other limited liability company documents and bank accounts separate from any other person; 2. At all times hold itself out as being a legal entity separate from the Members and any other person and conduct its business in its own name; 3. File its own tax returns, if any, as may be required under applicable law, and pay any taxes required to be paid under applicable law; 4. Not commingle its assets with assets of the Members or any other person, and separately identify, maintain and segregate all Company assets; 5. Pay its own liabilities only out of its own funds, except with respect to organizational expenses; 6. Maintain an arm's length relationship with the Members, and, with respect to all business transactions entered into by the Company with the Members, require that the terms and conditions of such transactions (including the terms relating to the amounts paid thereunder) are the same as would be generally available in comparable business transactions if such transactions were with a person that was not a Member; 7. Pay the salaries of its own employees, if any, out of its own funds and maintain a sufficient number of employees in light of its contemplated business operations; 8. Not guarantee or become obligated for the debts of any other person or hold out its credit as being available to satisfy the obligations of others; 9. Allocate fairly and reasonably any overhead for shared office space; 10. Not pledge its assets for the benefit of any other person or make any loans or advances to any person; 11. Correct any known misunderstanding regarding its separate identity; 12. Maintain adequate capital in light of its contemplated business purposes; 13. Cause its Board to meet or act pursuant to written consent and keep minutes of such meetings and actions and observe all other Texas limited liability company formalities; 14. Make any permitted investments directly or through brokers engaged and paid by the Company or its agents; 15. Not require any obligations or securities of the Members; and 16. Observe all other limited liability formalities. Failure of the Board to comply with any of the foregoing cove...