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

Filings; Agent for Service of Process. (a) The Managers are hereby authorized to and shall cause the Certificate to be filed in the office of the Secretary of State of the State of Delaware in accordance with the Act. The Management Board 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 Delaware, including the preparation and filing of such amendments to the Certificate 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 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 Certificate and in this Agreement. (b) The Members and the Management Board 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 Article 15 hereof, the Management Board shall promptly execute and cause to be filed a certificate of cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Board deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Board of Managers are hereby authorized to and shall cause the Certificate to be filed in the office of the Secretary of State of the State of Delaware in accordance with the Act. The Management Board Managers 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 Delaware, including the preparation and filing of such amendments to the Certificate 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 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 Certificate and in this Agreement. (b) The Members and the Management Board of Managers 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 National Registered Agents, Inc. 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 Article 15 hereofSection 13, the Management Board of Managers shall promptly execute cause to be executed and cause to be filed a certificate of cancellation in accordance with the Act and the laws of any other jurisdictions in which the Management Board deems of Managers deem such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Managers are hereby IMS AG was authorized to execute and shall cause the Certificate of Formation effective as of March 17, 2005 (the “Certificate”) to be filed in the office of the Secretary of State of the State of Delaware in accordance with as an authorized person within the meaning of the Act. The Management Board Managing Member 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 DelawareDelaware or any other states in which the Company is engaged in business, including the preparation and filing of such amendments to the Certificate and such other assumed name certificates, documents, instruments and publications as may be required by law, including, including without limitation, action to reflect: (i) a A change in the Company name;; or (ii) a A correction of false or erroneous statements in the Certificate 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 Certificate and in this AgreementCertificate. (b) The Members and the Management Board 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 Company, Corporation Trust Center, ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, or any successor as appointed by the Members in accordance with the ActManaging Member. (dc) Upon the dissolution and completion of the winding up and liquidation of the Company Company, in accordance with Article 15 hereofXII, the Management Board Managing Member (or, in the event there is no remaining Managing Member, any Person appointed pursuant to Section 12.09 hereof) shall promptly execute and cause to be filed a certificate certificates of cancellation in accordance with the Act and the laws of any other states or jurisdictions in which the Management Board Managing Member or such other appointed Person, as the case may be, deems such filing necessary or advisable.

Filings; Agent for Service of Process. (a) The Managers are hereby authorized to and shall cause On December 30, 2008, the Certificate to be was filed in the office of the Secretary of State of the State of Delaware California by an authorized person within the meaning of, and otherwise in accordance with with, the Act. The Management Board Executive Committee 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 DelawareCalifornia, including the preparation preparation, execution, and filing of such amendments to the Certificate 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 A change in the Company name; (ii) a A correction of false or erroneous statements in the Certificate or the desire of the Members to make a change in any statement therein in the Certificate 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 as stated in the Certificate and in this Agreement. (b) The Members and the Management Board Executive 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 California 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 Article 15 hereofSection 12, the Management Board Liquidator, as an authorized person within the meaning of the Act, shall promptly execute and cause to be filed a certificate Certificate of cancellation Dissolution in accordance with Section 17356 of the Act and the laws of any other jurisdictions in which the Management Board Liquidator deems such filing or any similar filing to be necessary or advisable.