Limited Liability Company Agreement Template Page 4
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19ARTICLE I.
DEFINITIONS
1.01
Definitions.
As used in this Agreement, the following terms have the following meanings:
"Act" means the Delaware Limited Liability Company Act and any successor statute, as
amended from time to time.
"Agreement" means this Limited Liability Company Agreement of the Company.
“Bankruptcy” means, with respect to any Person, if such Person (i) makes an
assignment for the benefit of creditors, (ii) files a voluntary petition in bankruptcy, (iii) is
adjudged a bankrupt or insolvent, or has entered against it an order for relief, in any bankruptcy
or insolvency proceedings, (iv) files a petition or answer seeking for itself any reorganization,
arrangement, composition, readjustment, liquidation or similar relief under any statute, law or
regulation, (v) files an answer or other pleading admitting or failing to contest the material
allegations of a petition filed against it in any proceeding of this nature, (vi) seeks, consents to or
acquiesces in the appointment of a trustee, receiver or liquidator of the Person or of all or any
substantial part of its properties, or (vii) if 120 days after the commencement of any proceeding
against the Person seeking reorganization, arrangement, composition, readjustment, liquidation
or similar relief under any statute, law or regulation, if the proceeding has not been dismissed, or
if within 90 days after the appointment without such Person's consent or acquiescence of a
trustee, receiver or liquidator of such Person or of all or any substantial part of its properties, the
appointment is not vacated or stayed, or within 90 days after the expiration of any such stay, the
appointment is not vacated. The foregoing definition of "Bankruptcy" is intended to replace and
shall supersede and replace the definition of "Bankruptcy" set forth in Sections 18 101(1) and 18
304 of the Act.
"Capital Account" means the capital account of the Member in the Company.
"Capital Contribution" means any contribution by a Member to the capital of the
Company.
"Certificate" has the meaning given that term in Section 2.01.
"Company" means XXX LLC, a Delaware limited liability company.
"Loan" has the meaning given that term in Section 2.07(a).
"Loan Documents" shall mean, collectively, all documents evidencing and securing the
Loan.
"Manager" means initially ____________________ and any other Manager named by
the Member pursuant to this Agreement.
"Member" means ____________________, as the initial member of the Company.
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