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Texas Statutes (Last Updated: January 4, 2014) |
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BUSINESS ORGANIZATIONS CODE |
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Title 3. LIMITED LIABILITY COMPANIES |
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Chapter 101. LIMITED LIABILITY COMPANIES |
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Subchapter M. SERIES LIMITED LIABILITY COMPANY |
Sec. 101.602. ENFORCEABILITY OF OBLIGATIONS AND EXPENSES OF SERIES AGAINST ASSETS
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(a) Notwithstanding any other provision of this chapter or any other law, but subject to Subsection (b) and any other provision of this subchapter:
(1) the debts, liabilities, obligations, and expenses incurred, contracted for, or otherwise existing with respect to a particular series shall be enforceable against the assets of that series only, and shall not be enforceable against the assets of the limited liability company generally or any other series; and
(2) none of the debts, liabilities, obligations, and expenses incurred, contracted for, or otherwise existing with respect to the limited liability company generally or any other series shall be enforceable against the assets of a particular series.
(b) Subsection (a) applies only if:
(1) the records maintained for that particular series account for the assets associated with that series separately from the other assets of the company or any other series;
(2) the company agreement contains a statement to the effect of the limitations provided in Subsection (a); and
(3) the company's certificate of formation contains a notice of the limitations provided in Subsection (a).