Limited Liability Company Operating Agreement Page 13
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15XLII.
AMENDMENT.
At
any
time
a
Member
may
wish
to
propose
a
new
amendment
but
the
other
Members
can
waive
it.
The
Proposing
Member
shall
submit
to
the
Members
any
such
proposed
amendment
together
with
an
opinion
of
counsel
as
to
the
legality
of
such
amendment
and
the
recommendation
of
the
Member
as
to
its
adoption.
Once
the
majority
of
the
Member
approves
the
amendment
it
s hall
b e
i n
e ffect.
T his
A greement
m ay
n ot
b e
a mended
n or
m ay
a ny
rights
h ereunder
b e
w aived
e xcept
b y
a n
i nstrument
i n
w riting
s igned
by
the
party
sought
to
be
charged
with
such
amendment
or
waiver,
except
a s
o therwise
p rovided
i n
t his
A greement.
XLIII.
COUNTERPARTS.
The
instrument
may
be
executed
in
any
number
of
counterparts
e ach
o f
w hich
s hall
b e
c onsidered
a n
o riginal.
XLIV.
PRONOUNS.
The
use
of
a
pronoun
shall
be
deemed
to
include
singular,
plural,
individuals,
feminine,
masculine,
partnerships
or
corporation
where
applicable
when
referencing
to
a
Member
or
a
Manager.
XLV.
FURTHER
ACTION.
Upon
the
request
by
the
LLC,
each
Member
has
the
duty
and
shall
agree
to
perform
all
appropriate
and
necessary
assignments
w ithin
t he
p rovisions
o f
t his
A greement.
XLVI.
FACSIMILES.
For
purposes
of
this
Agreement,
any
copy,
facsimile,
telecommunication
or
other
reliable
reproduction
of
a
writing,
transmission
or
signature
may
be
substituted
or
used
in
lieu
of
the
original
writing,
transmission
or
signature
for
any
and
all
purposes
for
which
the
original
writing,
transmission
or
signature
could
be
used,
provided
that
such
copy,
facsimile
telecommunication
or
other
reproduction
shall
have
been
confirmed
received
by
the
sending
Party.
XLVII.
S PECIFIC
PERFORMANCE:
All
Members
agree
that
it
would
be
greatly
damaging
if
any
of
the
provisions
of
this
Agreement
were
not
performed
to
meet
their
specific
performance
and
that
monetary
damages
would
not
provide
an
adequate
remedy
in
such
event.
If
the
provisions
b ecome
b reached,
t he
n on-‐breaching
M embers
a re
e ntitled
to
take
action
in
any
court
of
the
United
States
or
any
state
thereof
having
s ubject
m atter
t o
t he
j urisdiction.
XLVIII.
M ETHOD
OF
NOTICE.
A ll
w ritten
n otices
s hall
b e
s ent
t o
t he
a ddress
of
t he
L LC
a t
i ts
p lace
o f
b usiness
o r
t o
t he
M ember
w ho
i s
s et
f orth
o n
the
signature
page
of
this
Agreement.
All
notices
shall
be
effective
when
r eceived
e ither
b y
h and
o r
r eceipt
o f
d elivery.
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