Common use of Winding Up and Certificate of Dissolution Clause in Contracts

Winding Up and Certificate of Dissolution. The winding up of the Company is completed when all debts, liabilities, and obligations of the Company have been paid and discharged or a reasonably adequate provision therefore has been made, and all of the remaining property and assets of the Company have been distributed to the member(s). Upon the completion of winding up of the Company, a Certificate of Cancellation must be filed with the Delaware Department of State. The Certificate of Cancellation must set forth the information required by the Act. Upon the filing of the Certificate of Cancellation, the existence of the Company ceases, except for the purpose of Proceedings and other such action as is appropriate pursuant to the Act.