Common use of Filing of Certificate of Cancellation Clause in Contracts

Filing of Certificate of Cancellation. If the Company is dissolved or terminated, an officer appointed by the Managing Member to act as attorney-in-fact shall promptly file a certificate of cancellation as provided in Section 18-203 of the Act with the Secretary of State. If there is no such officer, then a certificate of cancellation shall be filed by the Managing Member; if there is no Managing Member, the certificate of cancellation shall be filed by the last Person to be a Member; if there are no officers, Managing Member or a Person who last was a Member and is willing to sign, a certificate of cancellation shall be filed by the legal successor or personal representative of the Person who last was a Member.

Appears in 4 contracts

Sources: Limited Liability Company Agreement (PennyMac Financial Services, Inc.), Investment Agreement (Hf2 Financial Management Inc.), Limited Liability Company Agreement (Pennymac Financial Services, Inc.)

Filing of Certificate of Cancellation. If Upon the Company is dissolved or terminatedcompletion of the winding up of the Company, an officer appointed by the Managing Member to act as attorney-in-fact shall promptly file a certificate of cancellation as provided in Section 18-203 of the Act with the Secretary of State. If there is no such officer, then a certificate of cancellation shall be filed by the Managing Member; if there is no Managing Member, the certificate of cancellation shall be filed by the last Person to be a Member; if there are no officers, Managing Member or a Person who last was a Member and is willing to sign, a certificate of cancellation shall be filed by the legal successor or personal representative of the Person who last was a Member.

Appears in 2 contracts

Sources: Limited Liability Company Agreement, Limited Liability Company Agreement (ZAIS Group Holdings, Inc.)

Filing of Certificate of Cancellation. If the Company is dissolved or terminateddissolved, an officer appointed by the Managing Member Board to act as attorneyAttorney-in-fact Fact shall promptly file a certificate of cancellation as provided in Section 18-203 of the Act with the Secretary of State. If there is no such officer, then a certificate of cancellation shall be filed by the Managing Memberany Manager; if there is no Managing MemberManager remaining, the certificate of cancellation shall be filed by the last Person to be a Member; if there are is no officerssuch officer, Managing Member remaining Manager or a Person who last was a Member and is willing to sign, a certificate of cancellation shall be filed by the legal successor or personal representative of the Person who last was a Member.

Appears in 1 contract

Sources: Limited Liability Company Agreement (Invisa Inc)