GIS » Topics » 2.3 Other Matters.

This excerpt taken from the GIS 10-Q filed Jan 6, 2005.

        2.3     Other Matters.

        (a)    Except as otherwise provided in Sections 4, 7, 11, and 13, or in the Act, no Member shall demand or receive a return of its Capital Contributions or withdraw from the Company without the consent of all Members. Under circumstances requiring a return of any Capital Contributions, no Member shall have the right to receive property other than Cash except as may be specifically provided in this Agreement.

        (b)    No Member shall receive any interest or draw with respect to its Capital Contributions or its Capital Account, except as otherwise provided in this Agreement.

        (c)    The Members shall not be liable for the debts, liabilities, contracts, or any other obligations of the Company. Except as otherwise provided by mandatory provisions of applicable state law and except with respect to the obligation of the Members to return to the Company a distribution made to any Member in violation of the Act at a time when such Member knew the distribution would violate the Act, such Member shall be liable only to make its Capital Contribution and shall not be required to lend any funds to the Company or, after its Capital Contribution has been made, to make any additional Capital Contributions to the Company.



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Except as otherwise provided in Section 9.2(f), the Managing Member shall not have any personal liability for the repayment of any Capital Contributions of the Members.

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