Common use of Events Causing Dissolution Clause in Contracts

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up upon the occurrence of any of the following events: (a) the determination of the Manager to the dissolution of the Company; (b) at such time as there are no Members; (c) the entry of a decree of judicial dissolution under the Act; or (d) upon the sale of all or substantially all of the assets of the Company and a distribution of all of the proceeds of such sale.

Appears in 2 contracts

Sources: Co Venture Agreement (VirTra, Inc), Co Venture Agreement (Nuvola, Inc.)

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up only upon the occurrence of any of the following events:events (each, a “Liquidating Event”): (a) the The determination of the Manager to the dissolution of the Company;Manager; or (b) at such time as there are no Members; (c) the entry The final decree of a decree of judicial court that dissolution is required under the Act; or (d) upon the sale of all or substantially all of the assets of the Company and a distribution of all of the proceeds of such saleapplicable law.

Appears in 2 contracts

Sources: Operating Agreement (Norhart Invest LLC), Operating Agreement (Norhart Invest LLC)

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up upon the occurrence of any earlier to occur of the following eventsfollowing: (a) at such time as the determination of Member determines that the Manager to the dissolution of the Company;Company should be dissolved; or (b) at such time as there are no Members; (c) the upon entry of a decree of judicial dissolution under the Act; or (d) upon the sale of all or substantially all of the assets of the Company and a distribution of all of the proceeds of such saledissolution.

Appears in 2 contracts

Sources: Limited Liability Company Operating Agreement (Tandy Holdings, Inc.), Operating Agreement (Tandy Holdings, Inc.)

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up upon the occurrence of any of the following events:events (each, a “Dissolution Event”): (a) the determination of the Manager to the dissolution of the Company; (b) at such time as there are no Members; (c) the entry of a decree of judicial dissolution under Section 18-802 of the Act; or (db) upon the sale of all or substantially all of the assets any other event not inconsistent with any provision hereof causing a dissolution of the Company and a distribution of all of under the proceeds of such saleAct.

Appears in 2 contracts

Sources: Limited Liability Company Operating Agreement (Edgen Group Inc.), Limited Liability Company Operating Agreement (Edgen Group Inc.)

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up upon the occurrence of any of the following events: (a) the determination of the Manager to the dissolution of the Company; (b) at such time as there are no Members; (c) the entry of a decree of judicial dissolution under the Act; or (d) upon the sale of all or substantially all of the assets of Member determines that the Company and a distribution of all of the proceeds of such saleshould be dissolved, or whenever dissolution is required by law.

Appears in 2 contracts

Sources: Operating Agreement (AirGate PCS, Inc. /Merger/), Member Control Agreement (Bon-Ton Stores of Lancaster, Inc.)

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up upon the occurrence of any of the following events: (a) the determination written consent of the Manager to the dissolution of the Company;all Members; or (b) at such time as there are no Members; (c) the entry of a decree of judicial dissolution under Section 702 of the ActLLC Law; or (dc) upon the sale of all or substantially all of the assets a termination of the Company and a distribution of all of the proceeds of such salepursuant to Section 14.4.

Appears in 2 contracts

Sources: Limited Liability Company Agreement (Norfolk Southern Corp), Limited Liability Company Agreement (Norfolk Southern Corp)

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up upon the occurrence of any of the following events: (a) a determination by the determination of the Manager Requisite Members to the dissolution of dissolve, wind up and liquidate the Company;; or (b) at such time as there are no Members; (c) the entry of a decree of judicial dissolution under the Act; or (d) upon the sale of all or substantially all of the assets of the Company and a distribution of all of the proceeds of such sale.

Appears in 2 contracts

Sources: Operating Agreement (Watsco Inc), Operating Agreement (Watsco Inc)

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up upon the occurrence of any earlier of the following eventsto occur: (a) the determination of the Manager to the dissolution of the Company; (b) at such any time as when there are no Members; (cb) the entry agreement of the Initial Members (or a decree of judicial dissolution under Majority in Interest if either Initial Member ceases to be a Member) to dissolve the ActCompany; or (dc) upon the sale of all or substantially all of the assets of the Company and a distribution of all of the proceeds of such salewhen required by law.

Appears in 2 contracts

Sources: Limited Liability Company Agreement (Renal Care Group Inc), Limited Liability Company Agreement (Renal Care Group Inc)

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up upon the occurrence of any of the following events: (a) the determination written consent of the Manager to the dissolution of the CompanyMembers; (b) at such time as there are no Members; (c) the entry of a decree of judicial dissolution of the Company under the Delaware Act; or (dc) upon the sale of all the Company (whether by merger, consolidation or sale of substantially all of the assets of the Company and a distribution of all Company) other than to an Affiliate of the proceeds of such saleCompany.

Appears in 1 contract

Sources: Limited Liability Company Agreement (Clarion Partners Property Trust Inc.)

Events Causing Dissolution. The Company shall will be dissolved and its affairs shall be wound up upon the occurrence of any of the following events: (a) the determination of the Manager to the dissolution of the Company; (b) at such time as there are no Members; (c) the entry Board of a decree of judicial dissolution under the Act; or (d) upon the sale of all or substantially all of the assets of Managers determine that the Company and a distribution of all of the proceeds of such saleshould be dissolved, or whenever dissolution is required by law.

Appears in 1 contract

Sources: Operating Agreement (Bon-Ton Stores of Lancaster, Inc.)

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up upon the occurrence of any first to occur of the following eventsfollowing: (a) the determination a. The written consent of the Manager to the dissolution of the Company;Member. (b) at such time as there are no Members; (c) the b. The entry of a decree of judicial dissolution under the Act; or (d) upon the sale of all or substantially all of the assets of the Company and a distribution of all of the proceeds of such saledissolution.

Appears in 1 contract

Sources: Operating Agreement (Manchester Mall Inc)

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up only upon the occurrence of any first to occur of the following events: (a) Upon the written determination of the Manager to the dissolution all of the Company;Members to dissolve. (b) at such time as there are no Members; (c) Upon the entry of a decree of judicial dissolution under the Act; or (d) upon the sale of all or substantially all of the assets of with respect to the Company and by a distribution court of all of the proceeds of such salecompetent jurisdiction.

Appears in 1 contract

Sources: Limited Liability Company Agreement (Badlands Power Fuels, LLC)

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up upon the occurrence of any first to occur of the following events: (a) Upon the determination written approval of the Manager to the dissolution of the Companya Supermajority in Interest; (b) at such time as there are no Members; (c) Upon the entry of a decree of judicial dissolution under with respect to the ActCompany by a court of competent jurisdiction; or (dc) upon the sale of all or substantially all of the assets of When the Company and is not the surviving entity in a distribution of all of merger or consolidation under the proceeds of such saleAct.

Appears in 1 contract

Sources: Operating Agreement

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up only upon the occurrence of any earlier of the following eventsto occur: (a) the determination of the Manager to the dissolution of the CompanyWritten agreement by all Members; (b) at such time as there are no Members;A decree of judicial dissolution; or (c) the entry of a decree of judicial dissolution under the Act; or (d) upon the sale of all or substantially all of the assets of the Company and a distribution of all of the proceeds of such saleWhen required by law.

Appears in 1 contract

Sources: Limited Liability Company Agreement (Sitestar Corp)

Events Causing Dissolution. (a) The Company shall be dissolved and its affairs shall be wound up upon the occurrence of any earlier to occur of the following eventsfollowing: (a) the determination of the Manager to the dissolution of the Company; (bi) at such time as there are no Members;the Member determines that the Company should be dissolved; or (cii) the upon entry of a decree of judicial dissolution under dissolution. (b) The Company shall continue and shall not dissolve as a result of any event specified in Section 18-801(a) of the Act; or (d) upon , so long as, as a result of any such occurrence, the sale of all Member’s successor, or substantially all of the assets of the Company and its designee, becomes a distribution of all of the proceeds of such saleMember.

Appears in 1 contract

Sources: Operating Agreement (Worldwide Auto Parts, Inc.)

Events Causing Dissolution. The Company shall will be dissolved and its affairs shall be wound up only upon the occurrence of any of the following events: (a) the determination The vote of the Manager Members pursuant to the dissolution of the Company;Section 4.13; or (b) at such time as there are no Members; (c) the entry The final decree of a decree of judicial court that dissolution is required under the Act; or (d) upon the sale of all or substantially all of the assets of the Company and a distribution of all of the proceeds of such saleapplicable law.

Appears in 1 contract

Sources: Limited Liability Company Agreement (ASAlliances Biofuels, LLC)

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up upon the occurrence of any of the following events: (a) the determination of the Manager to Member that the dissolution of the CompanyCompany be dissolved; (b) at such time as there are no Members; (c) the entry of a decree of judicial dissolution under in accordance with the Act; or; (dc) upon the sale of all or substantially all of the assets last member of the Company and ceasing to be a distribution of all member of the proceeds of such saleCompany unless the Company is continued without dissolution in accordance with the Act.

Appears in 1 contract

Sources: Limited Liability Company Operating Agreement (Cascades USA Inc.)

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up upon the occurrence happening of the first to occur of any of the following events: (a) the determination decision of the Manager to the dissolution of the Company; Member, and (b) at such time as there are no Members; (c) the entry an event of dissolution of a decree of judicial dissolution limited liability company under the Act; or (d) upon the sale of all or substantially all of the assets of the Company and a distribution of all of the proceeds of such sale.

Appears in 1 contract

Sources: Operating Agreement

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up upon the occurrence of when any one or more of the following eventsoccurs: (a) the determination of the Manager to the dissolution of the Company; (b) at such time as there are no Members; (c) the entry of a decree of judicial dissolution under the Act; or (d) upon the sale of all or substantially all of the assets 13.1 The term of the Company and a distribution of all of expires. 13.2 The Member decides to dissolve the proceeds of such saleCompany.

Appears in 1 contract

Sources: Operating Agreement (BioExpress, LLC)

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up upon the occurrence of any first to occur of the following eventsfollowing: (a) the determination The unanimous consent of the Manager to the dissolution of the Company;Members. (b) at such time as there are no Members; (c) the The entry of a decree of judicial dissolution under the Act; or (d) upon the sale of all or substantially all of the assets of the Company and a distribution of all of the proceeds of such saledissolution.

Appears in 1 contract

Sources: Operating Agreement (Crystal Park Hotel & Casino Development Co LLP)

Events Causing Dissolution. The Notwithstanding any provisions of the Code, the Company shall be dissolved and its affairs shall be wound up only upon the occurrence of any earliest to occur of the following events: (a) the determination The written consent of the Manager to the dissolution of the Company;Member; or (b) at such time as there are no Members; (c) the entry Entry of a decree of judicial dissolution under pursuant to the Act; or (d) upon the sale of all or substantially all of the assets of the Company and a distribution of all of the proceeds of such saleCode.

Appears in 1 contract

Sources: Operating Agreement (Aptitude Solutions, Inc.)

Events Causing Dissolution. The Company shall be dissolved and its affairs shall be wound up upon the occurrence of any of the following events: (a) as determined by a Supermajority Interest following the determination sale or other disposition of the Manager to last remaining parcel of Property in which the dissolution of the CompanyCompany or any Subsidiary owns a fee or leasehold interest; (b) at such time as there are no Members;; or (c) the entry of a decree of judicial dissolution under the Act; or (d) upon the sale of all or substantially all of the assets of the Company and a distribution of all of the proceeds of such sale.

Appears in 1 contract

Sources: Limited Liability Company Agreement (Circle Entertainment, Inc.)