Events Triggering Dissolution Sample Clauses
The 'Events Triggering Dissolution' clause defines the specific circumstances under which a partnership, company, or other entity will be formally dissolved. This clause typically lists events such as the expiration of a predetermined term, mutual agreement of the parties, bankruptcy, or the occurrence of certain legal or financial events. By clearly outlining these triggers, the clause provides certainty and a structured process for winding up the entity, thereby preventing disputes and ensuring all parties understand when and how dissolution may occur.
Events Triggering Dissolution. The Company shall dissolve and commence winding up and liquidation upon the first to occur of any of the following (“Liquidating Events”):
10.1.1. the written consent of the Member; or
10.1.2. the entry of a decree of judicial dissolution under the Act The Company shall not be dissolved for any other reason, including without limitation, the Member becoming bankrupt or executing an assignment for the benefit of creditors and any such bankruptcy or assignment shall not effect a transfer of any portion of Member’s membership interest in the Company.
Events Triggering Dissolution. The Partnership shall dissolve and commence winding up and liquidation upon the first to occur of any of the following (“Liquidating Events”):
10.1.1 the written consent of all the Partners; or
10.1.2 the entry of a decree of judicial dissolution under the TBOC. The Partnership shall not be dissolved for any other reason, including without limitation, the Partners becoming bankrupt or executing an assignment for the benefit of creditors and any such bankruptcy or assignment shall not effect a transfer of any portion of a Partner’s partnership interest in the Partnership.
Events Triggering Dissolution. The Company shall dissolve and commence winding up and liquidation upon the first to occur of any of the following (“Liquidating Events”):
(a) the written consent of the Member; or
(b) the entry of a decree of judicial dissolution under Section 18-802 of the LLC Act. The Company shall not be dissolved for any other reason, including, the Member’s becoming bankrupt or executing an assignment for the benefit of creditors, and any such bankruptcy or assignment (unless a “permitted transfer” under Section 5.1 above) shall not effect a transfer of any portion of Member’s membership interest in the Company.
Events Triggering Dissolution. The Company shall dissolve and commence winding up and liquidating upon the first to occur of any of the following ("Liquidating Events"):
(a) the unanimous agreement of all of the Members that the Company should be dissolved;
(b) the insolvency or bankruptcy of the Company;
(c) the sale of all or substantially all of the Company's assets; or
(d) any event that makes it impossible, unlawful or impractical to carry on the business of the Company. Notwithstanding anything to the contrary in the Act, the Members agree that the Company shall not be dissolved or liquidated prior to the occurrence of a Liquidating Event, as set forth in this Article 8. If it is determined by a court of competent jurisdiction that the Company has dissolved prior to the occurrence of a Liquidating Event, then within a 90-day period after such determination (the "Reconstitution Period"), the Members may elect to reconstitute the Company and continue its business on the same terms and conditions set forth in this Agreement by forming a new limited liability company on identical terms. Upon such election with the Reconstitution Period all Members and Economic Interest Owners (and their successors in interest) shall be bound thereby and shall be deemed to have consented to such election.
Events Triggering Dissolution. If an event described in Sections 15.1 (a), (b), (c), (e), (f) or (g) occurs, the Shareholders shall effect a liquidation of the Company as promptly as possible and the Company shall immediately commence to wind up its affairs. Nothing in this Article 16 shall relieve a Shareholder who has breached this Agreement from its liability for damages incurred by the other Shareholder due to such breach.
Events Triggering Dissolution. The Company shall dissolve and commence winding up and liquidating upon the first to occur of any of the following (“Liquidating Events”):
(A) the determination by the Class A Members as set forth in § 7.15(C) above, that the Company should be dissolved; or
(B) a judicial determination that an event has occurred that makes it impossible or unlawful to carry on the business of the Company.
Events Triggering Dissolution. The Company shall dissolve and commence winding up and liquidation upon the first to occur of any of the following:
(a) the written consent of the Member;
(b) the entry of a decree of judicial dissolution under Section 8972 of the Act. The Company shall not be dissolved for any other reason, including without limitation, the Member's becoming bankrupt or executing an assignment for the benefit of creditors.
Events Triggering Dissolution. The Company shall dissolve and commence winding up and liquidation upon the first to occur of any of the following (“Liquidating Events”):
(a) the election by the Member, at its sole option, documented by a written consent, to require the dissolution, winding up and liquidation of the Company; or
(b) the entry of a decree of judicial dissolution under Section 18-802 of the Act. The Company shall not be dissolved for any other reason, including without limitation, the Member’s becoming bankrupt or executing an assignment for the benefit of creditors, and any such bankruptcy or assignment shall not effect a transfer of any portion of the Member’s membership interest in the Company.
Events Triggering Dissolution. The Company shall be dissolved and its business wound up upon the Consent of the Members or by operation of law.
Events Triggering Dissolution. The Company shall be dissolved ----------------------------- upon:
(a) the agreement of the Members;
(b) any other event, which, under the Act, would cause the dissolution of a company unless all of the Members unanimously elect to continue the business of the Company; or
(c) the Bankruptcy of a Member, at the option of the other Member.