Filings; Agent for Service of Process. (a) The Manager shall 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 Michigan, including the preparation, execution, and filing of such amendments to and restatements of the Articles of Organization and such other assumed name certificates, documents, instruments, and publications as may be required by law, including action to reflect: (i) A change in the Company name; (ii) A correction of false or erroneous statements in the Articles 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 as stated in the Articles and in this Operating Agreement. (b) The Manager shall execute and cause to be filed original, amended or restated articles and 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 Michigan shall be _________________ or any successor as appointed by the Members in accordance with the Act. (d) Upon the dissolution and completion of the winding up of the Company in accordance with Article XIII, the Liquidator, as an authorized person within the meaning of the Act, shall promptly execute and cause to be filed a Certificate of Dissolution in accordance with the Act and the laws of any other jurisdictions in which the Liquidator deems such filing or any similar filing to be necessary or advisable.
Appears in 2 contracts
Sources: LLC Operating Agreement, Operating Agreement
Filings; Agent for Service of Process. (a) The Manager shall 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 Michigan, including the preparation, execution, and filing of such amendments to and restatements of the Articles of Organization and such other assumed name certificates, documents, instruments, and publications as may be required by law, including action to reflect:
(i) A change in the Company name;
(ii) A correction of false or erroneous statements in the Articles 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 as stated in the Articles and in this Operating Agreement.
(b) The Manager shall execute and cause to be filed original, amended or restated articles and 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 Michigan shall be _________________ or any successor as appointed by the Members in accordance with the Act.
(d) Upon the dissolution and completion of the winding up of the Company in accordance with Article XIII, the Liquidator, as an authorized person within the meaning of the Act, shall promptly execute and cause to be filed a Certificate of Dissolution in accordance with the Act and the laws of any other jurisdictions in which the Liquidator deems such filing or any similar filing to be necessary or advisable.
Appears in 1 contract
Sources: Operating Agreement