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.
Appears in 8 contracts
Sources: Limited Liability Company Agreement, Limited Liability Company Agreement (Ford Credit Auto Receivables Two LLC), Limited Liability Company Agreement (CAB East LLC)
Dissolution Events. The Company will be dissolved on any only if an event described in this Section occurs.
(a) the election of the following events:Manager to dissolve the Company;
(ib) the termination sale, exchange or other disposition of all or substantially all 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; orCompany’s assets;
(iic) the entry of a decree of judicial dissolution under of the Company; and
(d) at any time that the Company no longer has any shareholders, unless the Company’s business is continued in accordance with the Delaware LLC Act. After dissolution, the Company may only conduct activities necessary to wind up its affairs.
Appears in 3 contracts
Sources: Operating Agreement (Efund City Metro Income Fund LLC), Operating Agreement (Efund City Metro Income Fund LLC), Operating Agreement (Efund City Metro Income Fund LLC)
Dissolution Events. The Company will be dissolved on upon the occurrence of any of the following events:events (each, a “Dissolution Event”):
(ia) the termination consent 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 ActMember; or
(iib) the entry of a final, non-appealable decree of judicial dissolution under pursuant to the Act.
Appears in 2 contracts
Sources: Operating Agreement (BuyDebtCo, LLC), Operating Agreement (BuyDebtCo, LLC)
Dissolution Events. The Company will shall be terminated and dissolved on any only upon the unanimous election of the following events:
(i) the termination of the legal existence of the last remaining member of the Company Managers, 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 final decree of judicial dissolution under the Act. The happening of any event that terminates the continued membership of a Member shall not cause a dissolution of the Company.
Appears in 2 contracts
Sources: Operating Agreement (Hallmark Financial Services Inc), Operating Agreement (Hallmark Financial Services Inc)
Dissolution Events. The Company will be dissolved on upon the happening of any of the following events:
(i) the termination All or substantially all of the legal existence of the last remaining member assets of the Company are sold or distributed to 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; orMembers.
(ii) A document is signed by the entry of a decree of judicial dissolution under Members which states their election to dissolve the ActCompany.
Appears in 2 contracts
Sources: Operating Agreement (FD Spinco II, Inc.), Operating Agreement (FD Spinco II, Inc.)
Dissolution Events. The Company will be dissolved on any and its affairs wound up and terminated upon the first to occur of the following eventsfollowing:
(ia) the termination The determination of all of the legal existence Shareholders to dissolve the Company;
(b) The occurrence of the last remaining member any event causing dissolution of the Company or the occurrence of any other event which terminates the continued membership under Section 18-801(4) of the last remaining member of the Company in the Company Act, unless the business of the Company is continued as permitted by this Agreement or under such Section of the Act; or
(iic) the entry of a decree of The judicial dissolution of the Company under Section 18-802 of the Act.
Appears in 1 contract
Sources: Limited Liability Company Agreement (Ford Motor Credit Co LLC)
Dissolution Events. The Company will shall be dissolved on any of the following eventsand its business wound up:
(ia) upon the termination determination of the legal existence Member that the Company should dissolve;
(b) upon the sale, exchange, forfeiture or other disposition of all or substantially all of the last remaining member assets of the Company Company;
(c) upon the Bankruptcy of the Company;
(d) upon the dissolution of the Member or the occurrence of any other event which terminates the continued membership of the last remaining member Member or which results in the dissolution of the Company in under the Company unless the business laws of the Company is continued as permitted by this Agreement or the Act; or
(ii) the entry State of a decree of judicial dissolution under the ActDelaware.
Appears in 1 contract
Dissolution Events. The Company will be dissolved on upon the happening of any of the following events:
(ia) the termination of Member signs a document stating its election to dissolve 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 ActCompany; or
(iib) The expiration of the entry term of a decree of judicial dissolution under the ActCompany, unless the Member elects in writing for the Company to continue its existence as an at-will limited liability company.
Appears in 1 contract
Dissolution Events. The Company will shall be terminated and dissolved on any only upon the election of all of the following events:
(i) the termination of the legal existence of the last remaining member of the Company Members, 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) upon the entry of a final decree of judicial dissolution under the Act.
Appears in 1 contract
Sources: Limited Liability Company Agreement (Cross Media Marketing Corp)
Dissolution Events. The Company will shall be dissolved on upon the occurrence of any of the following events:events (each, an “Event of Dissolution”):
(ia) The Member votes for dissolution;
(b) The Member withdraws from 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 ActCompany; or
(iic) the entry of a decree of A judicial dissolution of the Company under Section 18-802 of the ActAct occurs. No other event, including, without limitation, the insolvency, liquidation, dissolution, insanity, resignation, expulsion, bankruptcy, death, incapacity or adjudication of incompetency of the Member, shall cause the existence of the Company to terminate.
Appears in 1 contract
Sources: Limited Liability Company Agreement (LaBarge/STC, Inc.)
Dissolution Events. The Company will shall be terminated and dissolved on any only upon the election of either the Manager or the holders of a Required Interest of the following events:
(i) the termination of the legal existence of the last remaining member of Members to dissolve 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 final decree of judicial dissolution under the Act. The happening of any event that terminates the continued membership of a Member shall not cause a dissolution of the Company.
Appears in 1 contract
Sources: Operating Agreement (NCOP II, Inc.)