Dissolution Events. There will be a dissolution of the Fund and its affairs shall be wound up upon the first to occur of any of the following events (each an “Event of Dissolution”): (a) the dissolution of the Fund as provided in Section 1.4; (b) the last Business Day of the first Fiscal Year following the end of the Investment Period in which all Portfolio Investments acquired or agreed to be acquired by the Fund have been sold or otherwise disposed of; (c) the determination by the Board, subject to any Member approvals required by the Investment Company Act; (d) upon the vote of Common Unitholders holding 75% of outstanding Common Units at any time for any reason; (e) the termination of the legal existence of the last remaining member of the Fund or the occurrence of any other event which terminates the continued membership of the last remaining member of the Fund in the Fund unless the Fund is continued without dissolution in a manner permitted by the Delaware Act; or (f) the entry of a decree of judicial dissolution of the Fund under Section 18-802 of the Delaware Act.
Appears in 11 contracts
Sources: Limited Liability Company Agreement (New Mountain Guardian III BDC, L.L.C.), Merger Agreement (New Mountain Guardian III BDC, L.L.C.), Limited Liability Company Agreement (New Mountain Guardian IV BDC, L.L.C.)
Dissolution Events. There will be a dissolution of the Fund and its affairs shall be wound up upon the first to occur of any of the following events (each an “Event of Dissolution”):
): (a) the dissolution of the Fund as provided in Section 1.4;
; (b) the last Business Day of the first Fiscal Year following the end of the Investment Period in which all Portfolio Investments acquired or agreed to be acquired by the Fund have been sold or otherwise disposed of;
; (c) the determination by the Board, subject to any Member approvals required by the Investment Company Act;
; (d) upon the vote of Common Unitholders holding 75% of outstanding Common Units at any time for any reason;
; (e) the termination of the legal existence of the last remaining member of the Fund or the occurrence of any other event which terminates the continued membership of the last remaining member of the Fund in the Fund unless the Fund is continued without dissolution in a manner permitted by the Delaware Act; or
or (f) the entry of a decree of judicial dissolution of the Fund under Section 18-802 of the Delaware Act.
Appears in 1 contract
Sources: Limited Liability Company Agreement (New Mountain Guardian IV Income Fund, L.L.C.)