the dissolution Clause Samples

The dissolution clause defines the process and conditions under which a legal entity, such as a partnership or corporation, is formally brought to an end. Typically, this clause outlines the specific events or decisions—such as mutual agreement, expiration of a term, or occurrence of a triggering event—that can initiate dissolution, and details the steps for winding up affairs, including settling debts and distributing remaining assets among stakeholders. Its core practical function is to provide a clear, orderly framework for ending the entity’s existence, thereby minimizing disputes and ensuring all parties understand their rights and obligations during the dissolution process.
the dissolution consolidation, merger or transfer of a substantial part of the property of the Company;
the dissolution merger or consolidation of the Borrower or any other guarantor(s) or the sale, divestiture or other disposition of any or all of the interest of the Borrower or any other guarantor(s) in any collateral.
the dissolution. On the terms and subject to the conditions set forth in this Agreement, and in accordance with the DGCL and the Mesa Stockholder Consent, as defined herein, within two (2) Business Days after the Closing Date, Mesa shall file a certificate of dissolution (the “Mesa Certificate of Dissolution”) with the Secretary of State of Delaware to dissolve Mesa (the “Dissolution”) and to effect the distribution of the Stock Consideration and the Derivative Consideration in accordance with Sections 2.1 and 2.2 in furtherance of the Reorganization.
the dissolution liquidation, filing of a voluntary petition in bankruptcy or seeking protection from the Company's creditors under other insolvency laws.

Related to the dissolution

  • Dissolution The Company shall dissolve, and its affairs shall be wound up, upon the first to occur of the following: (a) the written consent of the Member or (b) the entry of a decree of judicial dissolution under Section 18-802 of the Act.

  • No Dissolution Except as required by the Act, the Partnership shall not be dissolved by the admission of additional Partners or withdrawal of Partners in accordance with the terms of this Agreement. The Partnership may be dissolved, liquidated wound up and terminated only pursuant to the provisions of this Article IX, and the Partners hereby irrevocably waive any and all other rights they may have to cause a dissolution of the Partnership or a sale or partition of any or all of the Partnership assets.

  • Liquidation or Dissolution In the event the Company is liquidated or dissolved, the assets of the Company shall be distributed to the Members in accordance with the provisions of Section 11.

  • Dissolution and Winding Up The Company shall dissolve and its business and affairs shall be wound up pursuant to a written instrument executed by the Member. In such event, after satisfying creditors, all remaining assets shall be distributed to the Member.

  • Dissolution of Company The Company shall, subject to the SEC’s‌ approval, dissolve and its assets and business shall be wound up upon the occurrence of any of the following events: (a) unanimous written consent of the Participants to dissolve the Company; (b) an event that makes it unlawful or impossible for the Company business to be continued; (c) the termination of one or more Participants such that there is only one remaining Participant; or (d) the entry of a decree of judicial dissolution under Section 18-802 of the Delaware Act.