Dissolution Events Sample Clauses

Dissolution Events. The Partnership shall continue in effect until the expiration of its term, unless it shall be dissolved in the manner provided in Section 19 hereof due to the happening of any of the following events: (a) The determination by the General Partner, in its sole discretion, to dissolve the Partnership; provided, however, that except for the dissolution as a result of insolvency or bankruptcy of the Partnership or the General Partner, the General Partner will not voluntarily dissolve the Partnership without the Residual Interest have first been acquired by the General Partner or its designee. (b) The disposition by the Partnership of all of its assets and property, unless such sale or disposition involves any deferred payment of the consideration for such sale or disposition, in which case the Partnership shall not dissolve until the last day of the calendar year during which the Partnership shall receive the balance of such deferred payment; (c) The resignation or dissolution of the General Partner, unless at the time of such resignation or dissolution there shall be one or more other General Partners who are members of the Partnership or who are simultaneously with, or have been prior to, such event, admitted to the Partnership; (d) The entry of a final judgment, order or decree of a court of competent jurisdiction adjudicating the Partnership to be a bankrupt, and the expiration without appeal of the period, if any, allowed by applicable law in which to appeal therefrom; (e) The General Partner: (i) makes an assignment for the benefit of creditors; (ii) files a voluntary petition in bankruptcy; (iii) is adjudicated a bankrupt or insolvent; (iv) files an application or answer seeking for himself any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any statute, law or regulation; (v) files an answer or other pleading admitting or failing to contest the material allegations of a petition or application filed against him in any proceeding of a type referred to in subparagraph (ii) or (iv); or (vi) seeks, consents to or acquiesces in the appointment of a trustee, receiver or liquidator of the general partner or of all or any substantial part of his properties. (f) Dissolution by operation of law; or (g) The vote of all the Partners.

Dissolution Events. (a) The Company shall be dissolved and its affairs wound up upon the happening of any of the following: (1) subject to Section 6.5, the decision by the Member to dissolve the Company; (2) the occurrence of an event that makes it unlawful for the Company’s business to be continued; (3) the entry by a court of competent jurisdiction of a decree of judicial dissolution with respect to the Company; or (4) the termination of the legal existence of the last remaining member of the Company or the occurrence of any other event which terminates the continued membership of the last remaining member of the Company in the Company unless the Company is continued without dissolution in a manner permitted by this Agreement or the Act. (b) Upon the occurrence of any event that causes the last remaining member of the Company to cease to be a member of the Company or that causes the Member to cease to be a member of the Company (other than (i) upon an assignment by the Member of all of its limited liability company interest in the Company and the admission of the transferee, or (ii) the resignation of the Member and the admission of an additional member of the Company), to the fullest extent permitted by law, the personal representative of such member is hereby authorized to, and shall, within 90 days after the occurrence of the event that terminated the continued membership of such member in the Company, agree in writing (i) to continue the Company and (ii) to the admission of the personal representative or its nominee or designee, as the case may be, as a substitute member of the Company, effective as of the occurrence of the event that terminated the continued membership of the last remaining member of the Company or the Member in the Company. (c) Notwithstanding any other provision of this Operating Agreement, the Bankruptcy of the Member or a Special Member shall not cause the Member or such Special Member to cease to be a member of the Company and upon the occurrence of such an event, the Company shall continue without dissolution. (d) Notwithstanding any other provision of this Operating Agreement or any other organizational document and any provision of law that otherwise so empowers the Company, each of the Member and the Special Member waives any right it might have to agree in writing to dissolve the Company upon the Bankruptcy of the Member or Special Member, or the occurrence of any event that causes the Member or Special Member to cease to be a member of the C...

Dissolution Events. The Company will be dissolved on any of the following events: (i) the termination of the legal existence of the last remaining member of the Company or the occurrence of any other event which terminates the continued membership of the last remaining member of the Company in the Company unless the business of the Company is continued as permitted by this Agreement or the Act; or (ii) the entry of a decree of judicial dissolution under the Act.

Dissolution Events. The Company shall dissolve only upon the first to occur of any of the following events: (i) approval of the Member to dissolve the Company; or (ii) the entry of a decree of judicial dissolution under the Act.

Dissolution Events. The Company will be dissolved upon the happening of any of the following events: (a) All or substantially all of the assets of the Company are sold, exchanged, or otherwise transferred (unless the Member has elected to continue the business of the Company); (b) The Member signs a document stating its election to dissolve the Company; (c) The entry of a final judgment, order, or decree of a court of competent jurisdiction adjudicating the Company to be bankrupt and the expiration without appeal of the period, if any, allowed by applicable law in which to appeal; or (d) The entry of a decree of judicial dissolution or the issuance of a certificate for administrative dissolution under the Act.

Dissolution Events. There will be a dissolution of the Fund and its affairs shall be wound up upon the first to occur of any of the following events (each an “Event of Dissolution”): (a) the dissolution of the Fund as provided in Section 1.4; (b) the last Business Day of the first Fiscal Year following the end of the Investment Period in which all Portfolio Investments acquired or agreed to be acquired by the Fund have been sold or otherwise disposed of; (c) the determination by the Board, subject to any Member approvals required by the Investment Company Act; (d) upon the vote of Common Unitholders holding 75% of outstanding Common Units at any time for any reason; (e) the termination of the legal existence of the last remaining member of the Fund or the occurrence of any other event which terminates the continued membership of the last remaining member of the Fund in the Fund unless the Fund is continued without dissolution in a manner permitted by the Delaware Act; or (f) the entry of a decree of judicial dissolution of the Fund under Section 18-802 of the Delaware Act.

Dissolution Events. (a) Except as set forth in Section 11.1(b), no Partner shall have the right to dissolve the Partnership. (b) The Partnership shall dissolve, and its affairs shall be wound up, upon the first to occur of the following events: (i) The sale, distribution, or other disposition of all or substantially all of the assets of the Partnership; (ii) The entry of a decree of judicial dissolution of the Partnership pursuant to Section 8.02 of the Act; or (iii) Subject to Section 11.2, the occurrence of an event with respect to the General Partner described in Section 4.02(a)(4) of the Act.

Dissolution Events. 13.1(a) The Partnership will dissolve and terminate upon the written consent of all the General Partners or upon the entry of a decree of judicial dissolution under KyULPA. The Partnership will not dissolve upon the transfer of a General Partner's Interest to a qualified successor in interest, as provided above. Further, the Partnership will not dissolve upon the death, bankruptcy, adjudication of incompetency or insanity or withdrawal of a Limited Partner or an assignment by a Limited Partner of his/her interest in the Partnership. In any such event, the General Partner will have the right and duty to continue the business of the Partnership under the terms of this Agreement.

Dissolution Events. (a) The Partnership will dissolve and terminate upon the written consent of all the General Partners or upon the entry of a decree of judicial dissolution under K▇▇▇▇. The Partnership will not dissolve upon the transfer of a General Partner’s Interest to a qualified successor in interest, as provided above. Further, the Partnership will not dissolve upon the death, bankruptcy, adjudication of incompetency or insanity or withdrawal of a Limited Partner or an assignment by a Limited Partner of his/her interest in the Partnership. In any such event, the General Partner will have the right and duty to continue the business of the Partnership under the terms of this Agreement. (b) Notwithstanding the preceding, the Partnership should not be dissolved under any circumstances until the later to occur of (a) five years after the death of S▇▇▇▇▇ ▇. ▇▇▇▇▇▇ and (b) one year after the sale of Republic Bancorp.