Dissolving Entities Clause Samples
The "Dissolving Entities" clause outlines the procedures and requirements for formally ending the existence of a legal entity, such as a corporation or partnership. It typically specifies the steps that must be taken to wind up the entity’s affairs, including settling debts, distributing remaining assets, and filing necessary documents with regulatory authorities. This clause ensures that the dissolution process is orderly and compliant with applicable laws, thereby preventing disputes among stakeholders and clarifying the responsibilities involved in closing down the entity.
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Dissolving Entities. Except as set forth in the immediately following sentence, promptly upon the dissolution of each of Switch & Data WA One LLC, Switch and Data CA Nine LLC, and Switch and Data NJ Two LLC (collectively, the “Dissolving Entities”), and in any event no later than nine (9) months after the Closing Date (or such later date as may be agreed to by the Administrative Agent in its sole discretion), provide the Administrative Agent with evidence of the dissolution of each such Dissolving Entity, which evidence shall be in form and substance reasonably satisfactory to the Administrative Agent. If any of the Dissolving Entities is not dissolved or if the Grantors fail to provide the Administrative Agent with satisfactory evidence of dissolution for any Dissolving Entity, in each case within such nine (9) month period (or such longer period as may be agreed to by the Administrative Agent in its sole discretion), the Grantors shall promptly pledge their Equity Interests in each such Dissolving Entity and provide a supplemented Schedule I identifying each such entity as a “Pledged Domestic Subsidiary” hereunder.
Dissolving Entities. The Dissolving Entities do not (i) own any assets, (ii) have any liabilities, or (iii) engage in any business activity.
Dissolving Entities. Notwithstanding anything to the contrary contained in this Agreement, the Dissolving Entities shall be permitted to dissolve at any time after the Effective Date and shall not be required to enter into any of the Credit Documents, so long as on the Effective Date and thereafter neither Dissolving Entity maintains any assets (other than contracts which are not transferable or assignable by their terms), or acquires any assets or liabilities except, in each case, in connection with, and directly related to, the dissolution of such Dissolving Entities.
Dissolving Entities. 185 SECTION 14. Canadian Parent Guaranty................................................................... 185
Dissolving Entities. Borrower shall cause each Dissolving Entity to dissolve and be fully wound-up within sixty (60) days of the Seventh Amendment Effective Date. Borrower shall promptly provide Agent with written evidence of such dissolution.