Common use of Filings; Agent for Service of Process Clause in Contracts

Filings; Agent for Service of Process. (a) The Members shall promptly after the execution of this Agreement cause the Certificate of Formation to be filed in the Office of the Secretary of State of the State of Delaware in accordance with the provisions of the Act. The Management Committee shall take, or cause to be taken, any and all actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments and publications as may be required by law, including, without limitation, action to reflect: (i) A change in the Company name, (ii) A correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, or (iii) A change in the time for dissolution of the Company if approved by the Members as evidenced by an amendment to this Agreement (approved as provided herein). (b) The Members and the Management Committee shall execute and cause to be filed original or amended certificates and shall take any and all other actions as may be reasonably necessary to perfect and maintain the status of the Company as a limited liability company or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company or any successor as appointed by the Members in accordance with the Act. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 11, the Management Committee (and, if necessary and requested by the Management Committee, the Members) shall promptly execute and cause to be filed certificates of cancellation, statements of intent to dissolve and articles of dissolution in accordance with the Act and the laws of any other jurisdictions in which the Management Committee deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members shall promptly after the execution GMOI, or an agent of this Agreement GMOI, was authorized to execute and cause the Certificate of Formation to be filed in the Office office of the Secretary of State of the State of Delaware as an authorized person within the meaning of, and otherwise in accordance with the provisions of with, the Act. The Management Committee Managing Member shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation preparation, execution, and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments instruments, and publications as may be required by law, including, without limitation, including action to reflect: (i) A change in the Company name,; (ii) A correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, ; or (iii) A change in the time for dissolution of the Company if approved by as stated in the Members as evidenced by an amendment to Certificate of Formation and in this Agreement (approved as provided herein)Agreement. (b) The Members and the Management Committee Managing Member shall execute and cause to be filed original or amended certificates and shall take any and all other actions as may be reasonably necessary to perfect and maintain the status of the Company as a limited liability company or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company or any successor as appointed by the Members in accordance with the Act. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 1113, the Management Committee (andLiquidator, if necessary and requested by as an authorized person within the Management Committeemeaning of the Act, the Members) shall promptly execute and cause to be filed certificates a Certificate of cancellation, statements of intent to dissolve and articles of dissolution Cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee Liquidator deems such filing or any similar filing to be necessary or advisable.

Filings; Agent for Service of Process. (a) The Members shall promptly after the execution of this Agreement cause the Certificate of Formation to be the Company has been filed in the Office office of the Secretary of State of the State of Delaware in accordance with the provisions of the Act. The Management Committee Manager shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments and publications as may be required by law, including, without limitation, action to reflect: (i) A change in the Company name, (ii) A reflect a correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, or (iii) A change in the time for dissolution of the Company if approved by the Members as evidenced by an amendment to this Agreement (approved as provided herein). (b) The Members and the Management Committee Manager shall execute and cause to be filed original or amended certificates and shall take any and all other actions as may be reasonably necessary to perfect and maintain the status of the Company as a limited liability company or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company Service Company, ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ or any successor as appointed by the Members in accordance with the ActManager. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 11Article XII, the Management Committee (and, if necessary and requested by the Management Committee, the Members) Manager shall promptly execute and cause to be filed certificates a Certificate of cancellation, statements of intent to dissolve and articles of dissolution Cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee Manager deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members shall promptly after Company was formed as a limited liability company pursuant to the execution provisions of this Agreement cause the Act by the filing of the Certificate of Formation to be filed in for the Office of Company with the Secretary of State of the State of Delaware in accordance with the provisions of the Acton July 3rd, 2007. The Management Committee Members hereby adopt, confirm and ratify said Certificate. The Managing Member shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation preparation, execution, and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments instruments, and publications as may be required by law, including, without limitation, including action to reflect: (i) A change in the Company name,; (ii) A correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, ; or (iii) A change in the time for dissolution of the Company if approved by as stated in the Members as evidenced by an amendment to Certificate and in this Agreement (approved as provided herein)Agreement. (b) The Members and the Management Committee Managing Member shall execute and cause to be filed original or amended certificates and shall take any and all other actions as may be reasonably necessary to perfect and maintain the status of the Company as a limited liability company or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company or any successor as appointed by the Members in accordance with the Act. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 11Article XII, the Management Committee (andLiquidator, if necessary and requested by as an authorized person within the Management Committeemeaning of the Act, the Members) shall promptly execute and cause to be filed certificates a Certificate of cancellation, statements of intent to dissolve and articles of dissolution Cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee Liquidator deems such filing or any similar filing to be necessary or advisable.

Filings; Agent for Service of Process. (a) The Members Directors are hereby severally authorized to and at least one of them shall promptly after the execution of this Agreement cause the Certificate of Formation to be filed in the Office office of the Secretary of State of the State of Delaware in accordance with the provisions of the Act. The Management Committee Board of Directors shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Joint Sales Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments and publications as may be required by law, including, without limitation, action to reflect: (i) A a change in the Joint Sales Company name,; or (ii) A a correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, or (iii) A change in the time for dissolution of the Company if approved by the Members as evidenced by an amendment to this Agreement (approved as provided herein). (b) The Members and the Management Committee Board of Directors shall execute and cause to be filed original or amended certificates and shall take any and all other actions as may be reasonably necessary to perfect and maintain the status of the Joint Sales Company as a limited liability company or similar type of entity under the laws of any other jurisdictions in which the Joint Sales Company engages in business.. * CONFIDENTIAL TREATMENT REQUESTED (c) The registered agent for service of process on the Joint Sales Company in the State of Delaware shall be The Corporation Trust Company Company, or any successor as appointed by the Members in accordance with the Act. (d) Upon the dissolution and completion of the winding up and liquidation of the Joint Sales Company in accordance with Section 1112, the Management Committee (and, if necessary and requested by the Management Committee, the Members) Board of Directors shall promptly execute and cause to be filed certificates a certificate of cancellation, statements of intent to dissolve and articles of dissolution cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee Board of Directors deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members Manager is hereby authorized to and shall promptly after the execution of this Agreement cause the Certificate of Formation to be filed in the Office office of the Secretary of State of the State of Delaware in accordance with the provisions of the Act. The Management Committee shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments instruments, and publications as may be required by law, including, without limitation, action to reflect: (i1) A change in the Company name,; (ii2) A correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, ; or (iii3) A change in the time for dissolution of the Company if approved by as stated in the Members as evidenced by an amendment to Certificate and in this Agreement (approved as provided herein)Agreement. (b) The Members and the Management Committee shall execute and cause to be filed original or amended certificates and shall take any and all other actions as may be reasonably necessary to perfect and maintain the status of the Company as a limited liability company or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Service Company or any successor as appointed by the Members in accordance with the Act. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 11Article XII, the Management Committee (and, if necessary and requested by the Management Committee, the Members) shall promptly execute and cause to be filed certificates a certificate of cancellation, statements of intent to dissolve and articles of dissolution cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members Certificate has been or shall promptly after the execution of this Agreement cause the Certificate of Formation to be filed in the Office office of the Delaware Secretary of State of the State of Delaware in accordance with the provisions of the Act. The Management Committee Managers shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the Act or the applicable laws of the State of Delaware, including the preparation and filing of such . The Sole Member shall cause amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments and publications as may to be filed whenever required by law, including, without limitation, action to reflect: (i) A change in the Company name, (ii) A correction of false or erroneous statements in the Act. Such Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it and amendments thereto shall accurately represent the agreement among the Members, or (iii) A change in the time for dissolution of the Company if approved be executed by the Members as evidenced by an amendment to this Agreement (approved as provided herein)Sole Member. (b) The Members and the Management Committee Managers shall execute and cause to be executed and filed original such forms or amended certificates and shall take any and all other actions as may be reasonably necessary to perfect and maintain the status of the Company as a limited liability company or similar type of entity under the laws of any other states or jurisdictions in which the Company engages in business. J▇▇▇▇▇▇▇ ▇▇▇▇▇▇ King is hereby designated as an authorized person within the meaning of the Act to execute, deliver and file the Certificate and J▇▇▇▇▇▇▇ ▇▇▇▇▇▇ K▇▇▇ and such other persons as may be designated from time to time by the Managers are hereby designated as authorized persons, within the meaning of the Act, to execute, deliver and file any amendments or restatements of the Certificate and any other certificates and any amendments or restatements thereof necessary for the Company to qualify to do business in a jurisdiction in which the Company may wish to conduct business. (c) The registered agent for service of process on the Company in the State of Delaware Delaware, and the address of such registered agent, shall be National Corporate Research, Ltd. at 6▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇, County of Kent. The Corporation Trust Company or any Managers may change the registered agent and appoint successor as appointed by the Members in accordance with the Actregistered agents. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 11Company, the Management Committee (and, if necessary and requested by the Management Committee, the Members) Managers shall promptly execute and cause to be filed certificates a Certification of cancellation, statements of intent to dissolve and articles of dissolution Cancellation in accordance with the Act and the laws of any other states or jurisdictions in which the Management Committee deems such filing necessary Company has registered to transact business or advisableotherwise filed a Certificate.

Filings; Agent for Service of Process. (a) The Members shall promptly after the execution of this Agreement cause the Certificate of Formation to be filed in the Office of the Secretary of State of the State of Delaware in accordance with the provisions of the Act. The Management Committee shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments instruments, and publications as may be required by law, including, without limitation, action to reflect: (i) A change in the Company name,; (ii) A correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it the Certificate shall accurately represent the agreement among the Members, ; or (iii) A change in the time for dissolution of the Company if approved by as stated in the Members as evidenced by an amendment to Certificate and in this Agreement (approved as provided herein)Agreement. (b) The Members and the Management Committee shall execute and cause to be filed original or amended certificates and shall take any and all other actions as may be reasonably necessary to perfect and maintain the status of the Company as a limited liability company or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company [INSERT: name of registered agent] or any successor as appointed by the Members in accordance with the Act. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 11Article XII, the Management Committee (and, if necessary and requested by the Management Committee, the Members) shall promptly execute and cause to be filed certificates a certificate of cancellation, statements of intent to dissolve and articles of dissolution cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members Board of Managers shall promptly after the execution of this Agreement cause the Certificate of Formation to be filed in the Office of the Secretary of State of the State of Delaware in accordance with the provisions of the Act. The Management Committee shall take, take or cause to be taken, taken any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments and publications as may be required by law, including, without limitation, action to reflect: (i) A a change in the Company name,; (ii) A a correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, ; or (iii) A a change in the time for dissolution of the Company if approved by as stated in the Members as evidenced by an amendment to Certificate and/or in this Agreement (approved as provided herein)Agreement. (b) The Members and the Management Committee Board of Managers shall execute (or cause to be executed) and cause to be filed original or amended certificates and shall take any and all other actions as may be reasonably necessary to perfect and maintain the status of the Company as a limited liability company or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company or any successor as appointed by the Members Board of Managers in accordance with the Act. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 1112, the Management Committee (and, if necessary and requested by the Management Committee, the Members) Board of Managers shall promptly execute (or cause to be executed) and cause to be filed certificates a Certificate of cancellation, statements of intent to dissolve and articles of dissolution Cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee Board of Managers deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members Managing Member is hereby authorized to and shall promptly after the execution of this Agreement execute and cause the Certificate of Formation to be filed in the Office office of the Secretary of State of the State of Delaware in accordance with as an authorized person within the provisions meaning of the Act. The Management Committee Managing Member shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, documents, instruments instruments, and publications as may be required by law, including, without limitation, action to reflect: (i) A change in the Company name, ; or (ii) A correction of false or erroneous statements in the Certificate of Formation or the desire of the Members Managing Member to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, or (iii) A change in the time for dissolution of the Company if approved by the Members as evidenced by an amendment to this Agreement (approved as provided herein). (b) The Members and the Management Committee Managing Member shall execute and cause to be filed original or amended certificates and shall take any and all other actions as may be reasonably necessary to perfect and maintain the status of the Company as a limited liability company or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. . (c) The registered agent for service of process on the Company in the State of Delaware shall be The the Corporation Trust Service Company or any successor as appointed by the Members in accordance with the ActMembers. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 11, the Management Committee (andLiquidator, if necessary and requested by as an authorized person within the Management Committeemeaning of the Act, the Members) shall promptly execute and cause to be filed certificates a Certificate of cancellation, statements of intent to dissolve and articles of dissolution Cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee Liquidator deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Members shall promptly after the execution of this Agreement cause the Certificate of Formation to be the Company has been filed in the Office office of the Secretary of State of the State of Delaware in accordance with the provisions of the Act. The Management Committee Manager shall take, or cause to be taken, take any and all other actions reasonably necessary to perfect and maintain the status of the Company as a limited liability company under the laws of the State of Delaware, including the preparation and filing of such amendments to the Certificate of Formation and such other assumed name certificates, certificates documents, instruments and publications as may be required by law, including, without limitation, action to reflect: (i) A change in the Company name, (ii) A reflect a correction of false or erroneous statements in the Certificate of Formation or the desire of the Members to make a change in any statement therein in order that it shall accurately represent the agreement among the Members, or (iii) A change in the time for dissolution of the Company if approved by the Members as evidenced by an amendment to this Agreement (approved as provided herein). (b) The Members and the Management Committee Manager shall execute and cause to be filed original or amended certificates and shall take any and all other actions as may be reasonably necessary to perfect and maintain the status of the Company as a limited liability company or similar type of entity under the laws of any other jurisdictions in which the Company engages in business. (c) The registered agent for service of process on the Company in the State of Delaware shall be The Corporation Trust Company Service Company, ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ or any successor as appointed by the Members in accordance with the ActManager. (d) Upon the dissolution and completion of the winding up and liquidation of the Company in accordance with Section 11Article XII, the Management Committee (and, if necessary and requested by the Management Committee, the Members) Manager shall promptly execute and cause to be filed certificates a Certificate of cancellation, statements of intent to dissolve and articles of dissolution Cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Committee Manager deems such filing necessary or advisable.