Death, Incompetency Sample Clauses

Death, Incompetency or Dissolution of a Limited Partner. The death, legal incompetency, bankruptcy or dissolution of a Limited Partner shall not dissolve the Partnership. The rights and obligations of such Limited Partner to share in the Net Income, Net Loss, Net Cash Flow, Gain and Loss of the Partnership, to receive distributions of Partnership funds and to transfer his Partnership Interest pursuant to. this Article Fourteen shall, upon the happening of such an event, devolve upon such Limited Partner's legal representative or successor in interest, as the case may be, subject to the terms and conditions of this Agreement, and the Partnership shall continue as a limited partnership. Upon the death of a Limited Partner, his legal representative shall have all the other rights of a Limited Partner solely for the purpose of settling his estate. In no event, however, may such estate, legal representative or other successor in interest become a Substituted Limited Partner except in accordance with Article 14.4 hereof. Each Limited Partner's estate or other successor in interest shall be liable for all the obligations and liabilities of such Limited Partner. ARTICLE FIFTEEN ADDITION, REMOVAL, OR WITHDRAWAL OF A GENERAL PARTNER
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Death, Incompetency. Etc. of a Limited Partner ...................... 9 12.4 Assignment of General Partner's Interest ............................ 9 12.5 Admission of New Partners ........................................... 9 12.6 Merger .............................................................. 9
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Death, Incompetency. If Grantor, any of the Guarantors, or any General Partner or Manager of Grantor is an individual, the death or incompetency of such Person, except where applicable law limits or prohibits Beneficiary's declaration of a default based on such occurrences; provided, however, that Beneficiary shall not declare an Event of Default to exist based solely on the death or mental incompetence of any individual Guarantor, General Partner, or Manager if, within ninety (90) days after the occurrence of such event, (a) in the case of the death or mental incompetence of a Guarantor, Grantor causes a substitute guarantor to execute and deliver to Beneficiary a continuing guaranty in the form previously executed by the affected Guarantor, and Beneficiary in good faith determines that such substitute guarantor’s financial condition is comparable to that of the affected Guarantor and that such substitute Guarantor is otherwise reasonably acceptable to Beneficiary; and (b) in the case of the death or mental incompetence of a General Partner or Manager, Grantor causes a substitute general partner or manager, as applicable, to be admitted to Grantor or appointed, and Beneficiary in good faith determines that the financial condition, credit history, character, experience, ability and expertise of such substitute general partner or manager are comparable to the affected General Partner or Manager and that such substitute general partner or manager is otherwise reasonably acceptable to Beneficiary;
Sample 1
Death, Incompetency or Dissolution of a Limited Partner. ------------------------------------------------------- The death of a Limited Partner (or of the primary beneficiary of a trust which is a Limited Partner), legal incompetence of a Limited Partner (or such primary beneficiary), or dissolution of a Limited Partner shall not dissolve or terminate the Partnership. In such event, the legal representative or successor of such Limited Partner shall have all of the rights of a Limited Partner in the Partnership to the extent of the interest of the deceased or incompetent or dissolved Limited Partner, subject to the terms and conditions of this Agreement, and if the successor in interest (or beneficial owner) is not a Permitted Transferee, then the provisions of Section 10.4 shall apply and, if neither the Partnership nor the other unaffected Partners elect to purchase the Units of such Limited Partner, the successor may become a Substitute Limited Partner upon compliance with the provisions of Section 10.1(c).
Sample 1
Death, Incompetency. Bankruptcy, Dissolution or Withdrawal of a General Partner. (a) Subject to the provisions of Articles 17.1(e) and 17.2 hereof, the death, incompetency, bankruptcy or dissolution of a General Partner shall dissolve the Partnership. In the event that, following the death, incompetency, bankruptcy or dissolution of a General Partner, the remaining General Partner or General Partners (if any) elect to continue the business of the Partnership pursuant to Article 17.2, or if the business of the Partnership is otherwise continued pursuant to Article 17.2, the Partnership shall have the obligation, in accordance with Article 17.2, to purchase the Partnership Interest of such General Partner at a purchase price determined in accordance with Article 15.5 hereof.
Sample 1
Death, Incompetency. Insolvency or Dissolution of a Member; Dissociation. The death, incompetency, insolvency or dissolution or other event causing a Member’s dissociation shall not terminate the Company. Upon the death of a Member, his executor, administrator, or successor in interest shall have all of the rights and duties of a Member for the purpose of settling his estate. A Member who willfully withdraws as a Member under Section 35-45(1) of the Act shall be considered in breach of this Agreement, and shall be liable to the Company and the other Members for any damages caused by the dissociation. In the event a Member is dissociated from the Company upon the occurrence of any event described under Section 35 - 45 of the Act, the transferee or other successor in interest to the dissociated Member shall be subject to this Agreement. The Company shall have no obligation to purchase the Units of a dissociated Member under or otherwise; and no Member who suffers an event of dissociation or a successor thereto may require the Company to redeem or otherwise purchase their Units. A dissociated Member shall only have such rights to distributions with respect to his Units that he would have if such Member had not dissociated; that is, at such time as distributions are made to the Members, the dissociated Member shall receive his pro rata share of such distributions attributable to his interest. On any dissociation, the Member=s right to vote or otherwise participate in the conduct of the Company=s business shall terminate, and he or his successor shall be treated as a transferee of a Member=s interest, until such time, if any, that the successor to such dissociated Member is admitted as an additional or substitute Member under this agreement. The interest of a dissociated Member shall be disregarded in determining whether any consent, approval or other action has been given or taken by the Members. XIX
Sample 1
Death, Incompetency. All directions given by Advisor, either before or after the Client's death or incapacity, in his opinion deemed reliable, shall be binding upon any legal representative (or successors) and Advisor shall be held harmless by Client, legal representatives, or successors from all liability arising from directions so given.
Sample 1
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Related to Death, Incompetency

  • Death, Disability, Retirement This Agreement shall terminate upon the death, disability or retirement of Executive. As used in this Agreement, the term "disability" shall mean Executive's inability, as a result of physical or mental incapacity, to substantially perform his duties with the Bank for a period of 180 consecutive days. Any question as to the existence of Executive's disability upon which the Executive and the Bank cannot agree shall be determined by a qualified independent physician mutually agreeable to Executive and the Bank or, if the parties are unable to agree upon a physician within ten (10) days after notice from either to the other suggesting a physician, by a physician designated by the then president of the medical society for the county in which Executive maintains his principal residence, upon the request of either party. The costs of any such medical examination shall be borne by the Bank. If Executive is terminated due to disability he shall be paid 100% of his Base Salary at the rate in effect at the time notice of termination is given for the remainder of the Employment Term, payable in substantially equal monthly installments less, in each case, any disability payments otherwise payable under plans provided by the Bank for disability or any governmental social security or workers compensation program, and actually paid to Executive in substantially equal monthly installments.

  • Death; Disability If Executive’s employment terminates due to Executive’s death or Disability, then the Company shall pay or provide Executive (or the legal representative of his estate in the case of his death) with:

  • Death, Disability or Retirement Subject to the provisions of Section 1 hereof, this Agreement shall terminate automatically upon the Executive's death, termination due to "Disability" (as defined below) or voluntary retirement under any of the Company's retirement plans as in effect from time to time. For purposes of this Agreement, Disability shall mean the Executive has met the conditions to qualify for long-term disability benefits under the Company's policies, as in effect immediately prior to the Effective Date.

  • Retirement, Death or Disability If the Executive’s employment terminates during the Term of this Agreement due to his death, a disability that results in his collection of any long-term disability benefits, or retirement at or after age 62, the Executive (or the beneficiaries of his estate) shall be entitled to receive the compensation and benefits that the Executive would otherwise have become entitled to receive pursuant to subsection (d) hereof upon a resignation without Good Reason.

  • Death, Retirement or Disability Executive’s employment shall terminate automatically upon Executive’s death or Retirement during the Employment Period. For purposes of this Agreement, “Retirement” shall mean normal retirement as defined in the Company’s then-current retirement plan, or if there is no such retirement plan, “Retirement” shall mean voluntary termination after age 65 with ten years of service. If the Company determines in good faith that the Disability of Executive has occurred during the Employment Period (pursuant to the definition of Disability set forth below), it may give to Executive written notice of its intention to terminate Executive’s employment. In such event, Executive’s employment with the Company shall terminate effective on the 30th day after receipt of such written notice by Executive (the “Disability Effective Date”), provided that, within the 30 days after such receipt, Executive shall not have returned to full-time performance of Executive’s duties. For purposes of this Agreement, “Disability” shall mean a mental or physical disability as determined by the Board of Directors of the Company in accordance with standards and procedures similar to those under the Company’s employee long-term disability plan, if any. At any time that the Company does not maintain such a long-term disability plan, “Disability” shall mean the inability of Executive, as determined by the Board, to perform the essential functions of his regular duties and responsibilities, with or without reasonable accommodation, due to a medically determinable physical or mental condition which has lasted (or can reasonably be expected to last) for twelve workweeks in any twelve-month period. At the request of Executive or his personal representative, the Board’s determination that the Disability of Executive has occurred shall be certified by two physicians mutually agreed upon by Executive, or his personal representative, and the Company. Failing such independent certification (if so requested by Executive), Executive’s termination shall be deemed a termination by the Company without Cause and not a termination by reason of his Disability.

  • Termination Due to Death, Disability or Retirement In the event the Optionee’s employment or other service with the Company and all Subsidiaries is terminated by reason of death, Disability or Retirement, this Option will remain exercisable, to the extent exercisable as of the date of such termination, for a period of one year after such termination (but in no event after the Time of Termination).

  • Death The Executive’s employment hereunder shall terminate upon his death.

  • Death or Total Disability In the event of the death of the Executive during the Term, this Agreement shall terminate as of the date of the Executive's death. In the event of the Total Disability (as that term is defined below) of the Executive for sixty (60) days in the aggregate during any consecutive nine (9) month period during the Term, the Company shall have the right to terminate this Agreement by giving the Executive thirty (30) days' prior written notice thereof, and upon the expiration of such thirty (30) day period, the Executive's employment under this Agreement shall terminate. If the Executive shall resume his duties within thirty (30) days after receipt of such a notice of termination and continue to perform such duties for four (4) consecutive weeks thereafter, this Agreement shall continue in full force and effect, without any reduction in Base Salary and other benefits, and the notice of termination shall be considered null and void and of no effect. Upon termination of this Agreement under this Paragraph 7(a), the Company shall have no further obligations or liabilities under this Agreement, except to pay to the Executive's estate or the Executive, as the case may be, (i) the portion, if any, that remains unpaid of the Base Salary for the Year in which termination occurred, but in no event less than six (6) months' Base Salary; and (ii) the amount of any expenses reimbursable in accordance with Paragraph 4 above, and any automobile allowance due under Paragraph 5 above; and (iii) any amounts due under any Company benefit, welfare or pension plan. Except as otherwise provided by their terms, any stock options not vested at the time of the termination of this Agreement under this Paragraph 7(a) shall immediately become fully vested.

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