No Clear Date Clause Samples

No Clear Date. If no clear date is established under Section 28 and if the Members cannot agree on such a date, the Agreement shall terminate by determination of an arbitrator under Section 32. Any rights, responsibilities, duties and liabilities accrued by the parties under this Agreement before its termination shall continue in effect after its termination as reason and fairness may require. Notwithstanding the termination of this Agreement, any party may, after that termination, initiate an arbitration under Section 32 to determine and enforce rights, responsibilities and duties of the party relating to (i) LLC matters arising before and during the LLC’s winding-up; (ii) the LLC’s liquidation; and (iii) LLC matters arising after the termination of the LLC’s legal existence.