10.1. SR 02-05-2018 - Laserfiche WebLink

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relevant to the Company's affairs. Pursuant to Treasury Regulation §301.7701-3(a), the Manager elects .,i —solely for purposes of federal taxation — to have the Companydisregarded sregazded as a separate entity which ..,,a}Ci,'. would otherwise be required to file a separate tax return. The Company will or will not secure a .'st: . separate taxpayer identification number at the discretion of the Manager; and, all items of income and loss attributable to the Company will be reported upon such fortis and schedules as the Manager may select or develop. V INVOLUNTARY ASSIGNMENTS OR TRANSFERS Only bona -fide purchasers of the Member's interest in the: Company may qualify as authorized recipients of said interest and thus act as a Member in the Company No unauthorized recipient or assignee shall have any right to interfere or participate in the management or administration of the Company's business or affairs, to require any information regardmg;or on account of the Company's transactions, or to inspect the Company's books. VI DEATH, DISSOLUTION, INCAPACITY C` Upon the death, incapacity, or dissolution of the Member, the Company shall not dissolve or terminate — unless the Member's successors in interest elect to discontinue the business of the Company within ninety (90) days following such death, etc. iliori the affirmative decision to discontinue, the Company will dissolve and wind up its affairs; the assets of the Company will be distributed pursuant to Article VII of this operating agreement:' VII DISTRIBUTIONS UPON TERMINATION OFTHE COMPANY Upon the termination of the Company, the Manager (or,`d'.special liquidator appointed by the Manager) shall (a) cause the assets of the Company to be liquidated' and distributed in an orderly and business -like manner so as not to involve undue sacrifice; and (b)"establish such reserves as may be appropriate for any contingent or unforeseen liabilities of the Company. If, following a sale of Company assets, the only asset held by the Company is a promissory note or notes or other contractual lights to receive payment for the assets sold, then in the absolute: discretion of the Manager or the cj liquidator, the Company may either continue in existence for the purpose of collecting the notes, or dissolve and terminate and assign the note or notes to the Member who shall collect the note personally. Copyright Q zoos, The Legal Protection'Grotnp, L.L.C.