Common use of Event of Dissolution Clause in Contracts

Event of Dissolution. The Company shall be dissolved and shall commence winding up its affairs upon the first to occur of the following. The Shareholders shall cooperate in taking any necessary corporate steps under the Companies Act to attain the purpose of this Section 11: (a) the expiration of the term of the Company pursuant to Section 2.4 (Term; Extension); (b) the agreement of the Shareholders to dissolve the Company pursuant to Section 11.2 (Dissolution by Agreement); (c) the election of the Nondefaulting Shareholder pursuant to Section 11.3 (Dissolution Upon Event of Default); (d) the first anniversary of the receipt by either Shareholder of a Deadlock Dissolution Notice submitted with respect to a failure of the Shareholders to approve and agree upon a Business Plan pursuant to Section 10.3 (Dispute Resolution; Deadlock) if either (i) the Responding Shareholder declines to exercise its right to purchase the Shares of the Initiating Shareholder or fails to respond to such Deadlock Dissolution Notice, or (ii) both Shareholders submit Deadlock Dissolution Notices with respect to such failure to agree; (e) the election by Toshiba to dissolve the Company pursuant to Section 11.4 (Dissolution by Unilateral Option); (f) the bankruptcy, death, dissolution, expulsion or incapacity of a Shareholder or the occurrence of any other event which terminates the membership of a Shareholder in the Company ("Bankruptcy Event"); or (g) the election of the Notifying Party to dissolve the Company pursuant to Section 11.5 (Dissolution Upon Notice) unless the Notified Party elects to purchase the Shares of the Notifying Party pursuant to Section 11.5 (Dissolution Upon Notice).

Event of Dissolution. The Company shall be dissolved and shall commence winding up its affairs upon the first to occur of the following. The Shareholders shall cooperate in taking any necessary corporate steps under the Companies Act to attain the purpose of this Section 11: (a) the expiration of the term of the Company pursuant to Section 2.4 (Term; Extension); (b) the agreement of the Shareholders to dissolve the Company pursuant to Section 11.2 (Dissolution by Agreement); (c) the election of the Nondefaulting Shareholder pursuant to Section 11.3 (Dissolution Upon Event of Default); (d) the first anniversary of the receipt by either Shareholder of a Deadlock Dissolution Notice submitted with respect to a failure of the Shareholders to approve and agree upon a Business Plan pursuant to Section 10.3 (Dispute Resolution; Deadlock) if either (i) the Responding Shareholder declines to exercise its right to purchase the Shares of the Initiating Shareholder or fails to respond to such Deadlock Dissolution Notice, or (ii) both Shareholders submit Deadlock Dissolution Notices with respect to such failure to agree; (e) the election by Toshiba ▇▇▇▇▇▇▇ to dissolve the Company pursuant to Section 11.4 (Dissolution by Unilateral Option); (f) the bankruptcy, death, dissolution, expulsion or incapacity of a Shareholder or the occurrence of any other event which terminates the membership of a Shareholder in the Company ("“Bankruptcy Event"”); or (g) the election of the Notifying Party to dissolve the Company pursuant to Section 11.5 (Dissolution Upon Notice) unless the Notified Party elects to purchase the Shares of the Notifying Party pursuant to Section 11.5 (Dissolution Upon Notice).