Dissolution Redemption Winding Up Termination Sample Clauses

Dissolution Redemption Winding Up Termination. 36 Section 6.01 Dissolution. 36 Section 6.02 Redemption. 37 Section 6.03 Winding Up and Termination of a Series. 38 Section 6.04 Assets Reserved and Pending Claims. 39 Section 6.05 Winding Up and Termination of the Company. 40 Article VII. Member Meetings 40 Section 7.01 Member Meetings. 40 Section 7.02 Notice of Meetings of Members. 42 Section 7.03 Record Date. 42 Section 7.04 Adjournment. 42 Section 7.05 Waiver of Notice; Approval of Meeting. 43 Section 7.06 Required Vote. 43 Section 7.07 Conduct of a Meeting; Member Lists. 43 Section 7.08 Action Without a Meeting. 43 Section 7.09 Voting and Other Rights. 43 Section 7.10 Proxies and Voting. 44 Article VIII. Miscellaneous 45 Section 8.01 Addresses and Notices. 45 Section 8.02 Amendments; Waiver. 46 Section 8.03 Successors and Assigns. 46 Section 8.04 No Waiver. 46 Section 8.05 Survival of Certain Provisions. 46 Section 8.06 Telephone Consumer Protection Act Consent. 46 Section 8.07 Corporate Treatment. 47 Section 8.08 Section 7704(e) Relief. 47 Section 8.09 Electronic Information. 47 Section 8.10 Severability. 48 Section 8.11 Interpretation. 48 Section 8.12 No Third-Party Rights. 48 Section 8.13 Entire Agreement. 48 Section 8.14 Rule of Construction. 48 Section 8.15 Authority. 48 Section 8.16 Governing Law. 48 Section 8.17 Choice of Forum for Securities Act Disputes. 48 Section 8.18 Facsimile Signatures. 48 Section 8.19 Counterparts. 48 Section 8.20 Qualification Rights. 48 Second Amended and Restated Limited Liability Company Operating Agreement Of Masterworks Vault 1, LLC This Second Amended and Restated Limited Liability Company Operating Agreement (this “Agreement”) of Masterworks Vault 1, LLC, a Delaware series limited liability company (the “Company”), is dated as of December 31, 2023, and is entered into by the Members (as defined herein) and the Board of Managers.
Sample 1
AutoNDA by SimpleDocs
Dissolution Redemption Winding Up Termination 
Sample 1Sample 2Sample 3See All (119)

Related to Dissolution Redemption Winding Up Termination

  • Dissolution Winding Up Termination 27 8.1 Dissolution.......................................................................27 8.2

  • Dissolution Event If there is a Dissolution Event before the termination of this Safe, the Investor will automatically be entitled (subject to the liquidation priority set forth in Section 1(d) below) to receive a portion of Proceeds equal to the Cash-Out Amount, due and payable to the Investor immediately prior to the consummation of the Dissolution Event.

  • Dissolution Winding Up and Termination (a) On the occurrence of a Dissolution Event, the Board shall act as liquidator. The liquidator shall proceed diligently to wind up the affairs of the Company and make final distributions as provided herein and in the Act. The costs of winding up shall be borne as a Company expense. Until final distribution, the liquidator shall continue to operate the Company properties with all of the power and authority of the Members. The steps to be accomplished by the liquidator are as follows:

  • Dissolution Events The Company will be dissolved upon the happening of any of the following events:

  • Dissolution Winding Up (a) The Company shall be dissolved upon (i) the adoption of a plan of dissolution by the members or (ii) the occurrence of any event required to cause the dissolution of the Company under the Delaware Limited Liability Company Act.

  • Dissolution, etc Wind up, liquidate or dissolve (voluntarily or involuntarily) or commence or suffer any proceedings seeking any such winding up, liquidation or dissolution, except in connection with a merger or consolidation permitted pursuant to Section 10.8.

  • Dissolution Liquidation and Termination 32 Section 13.1. No Dissolution........................................32 Section 13.2. Events Causing Dissolution............................32 Section 13.3.

  • Liquidation, Dissolution or Winding Up (A) Upon any liquidation (voluntary or otherwise), dissolution or winding up of the Corporation, no distribution shall be made to the holders of shares of stock ranking junior (either as to dividends or upon liquidation, dissolution or winding up) to the Series A Junior Participating Preferred Stock unless, prior thereto, the holders of shares of Series A Junior Participating Preferred Stock shall have received an amount equal to $1,000 per share of Series A Junior Participating Preferred Stock, plus an amount equal to accrued and unpaid dividends and distributions thereon, whether or not declared, to the date of such payment (the “Series A Liquidation Preference”). Following the payment of the full amount of the Series A Liquidation Preference, no additional distributions shall be made to the holders of shares of Series A Junior Participating Preferred Stock unless, prior thereto, the holders of shares of Common Stock shall have received an amount per share (the “Common Adjustment”) equal to the quotient obtained by dividing (i) the Series A Liquidation Preference by (ii) 1,000 (as appropriately adjusted as set forth in subparagraph (C) below to reflect such events as stock splits, stock dividends and recapitalizations with respect to the Common Stock) (such number in clause (ii), the “Adjustment Number”). Following the payment of the full amount of the Series A Liquidation Preference and the Common Adjustment in respect of all outstanding shares of Series A Junior Participating Preferred Stock and Common Stock, respectively, holders of Series A Junior Participating Preferred Stock and holders of shares of Common Stock shall receive their ratable and proportionate share of the remaining assets to be distributed in the ratio of the Adjustment Number to 1 with respect to such Preferred Stock and Common Stock, on a per share basis, respectively.

  • Dissolution or Termination Any particular Series shall be dissolved upon the occurrence of the applicable dissolution events set forth in Article VIII, Section 1 hereof. Upon dissolution of a particular Series, the Trustees shall wind up the affairs of such Series in accordance with Article VIII Section 1 hereof and thereafter, rescind the establishment and designation thereof. The Board of Trustees shall terminate any particular Class and rescind the establishment and designation thereof: (i) upon approval by a majority of votes cast at a meeting of the Shareholders of such Class, provided a quorum of Shareholders of such Class are present, or by action of the Shareholders of such Class by written consent without a meeting pursuant to Article V, Section 3; or (ii) at the discretion of the Board of Trustees either (A) at any time there are no Shares outstanding of such Class, or (B) upon prior written notice to the Shareholders of such Class; provided, however, that upon the rescission of the establishment and designation of any particular Series, every Class of such Series shall thereby be terminated and its establishment and designation rescinded. Each resolution of the Board of Trustees pursuant to this Section 6(i) shall be incorporated herein by reference upon adoption.

  • Termination Upon Repurchase or Liquidation of All Mortgage Loans.............................................. SECTION 9.02

Time is Money Join Law Insider Premium to draft better contracts faster.