CDW 2015 Annual Report Download - page 123

Download and view the complete annual report

Please find page 123 of the 2015 CDW annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 137

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137

1.7 Term . Subject to the provisions of Article VII below, the Company shall have perpetual existence.
ARTICLE II
The Member
2.1 The Member . The name and address of the Member is as follows:
Name
Address
CDW LLC
200 North Milwaukee Avenue
Vernon Hills, IL 60061
2.2 Actions by the Member; Meetings . The Member may approve a matter or take any action at a meeting or without a meeting by the written consent
of the Member. Meetings of the Member may be called at any time by the Member.
2.3 Liability of the Member . All debts, obligations and liabilities of the Company, whether arising in contract, tort or otherwise, shall be solely the
debts, obligations and liabilities of the Company and the Member shall not be obligated personally for any such debt, obligation or liability of the Company solely by
reason of being a member.
2.4 Power to Bind the Company . The Member (acting in its capacity as such) shall have the authority to bind the Company to any third party with
respect to any matter.
2.5 Management . The management, operation and policy of the Company shall be vested exclusively in the Member. The Member, acting through its
duly authorized agents, is authorized and empowered on behalf and in the name of the Company to perform all acts and engage in all activities and transactions which it
may in its sole discretion deem necessary or advisable in order to cause the Company to carry out its purpose and exercise the powers granted to the Company hereunder
and under the Act. The Member is an agent of the Company and the actions of the Member in such capacity shall be binding on the Company without liability to the
Member.
2