Withdrawal and Resignation Termination of Rights Sample Clauses

Withdrawal and Resignation Termination of Rights. Section 13.01
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Withdrawal and Resignation Termination of Rights. 48 Section 13.01 Withdrawal and Resignation of Members 48 ARTICLE XIV DISSOLUTION AND LIQUIDATION 49 Section 14.01 Dissolution 49 Section 14.02 Winding up 49 Section 14.03 Deferment; Distribution in Kind 50 Section 14.04 Cancellation of Certificate 50 Section 14.05 Reasonable Time for Winding Up 50 Section 14.06 Return of Capital 51 ARTICLE XV GENERAL PROVISIONS 51 Section 15.01 Power of Attorney 51 Section 15.02 Confidentiality 51 Section 15.03 Amendments 52 Section 15.04 Title to Company Assets 53 Section 15.05 Addresses and Notices 53 Section 15.06 Binding Effect; Intended Beneficiaries 54 Section 15.07 Creditors 54 Section 15.08 Waiver 54 Section 15.09 Counterparts 54 Section 15.10 Applicable Law 54 Section 15.11 Severability 55 Section 15.12 Further Action 55 Section 15.13 Execution and Delivery by Electronic Signature and Electronic Transmission 55 Section 15.14 Right of Offset 55 Section 15.15 Entire Agreement 55 Section 15.16 Remedies 56 Section 15.17 Descriptive Headings; Interpretation 56 Schedules Schedule 1 - Schedule of Pre-Business Combination Members Schedule 2 - Schedule of Members Schedule 3 - Initial Officers Exhibits Exhibit A – Form of Joinder Agreement Exhibit B-1 – Form of Agreement and Consent of Spouse Exhibit B-2 – Form of Spouse’s Confirmation of Separate Property AMERICAN ONCOLOGY NETWORK, LLC THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT This THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”) of American Oncology Network, LLC, a Delaware limited liability company (the “Company”), dated as of [___], 2022 (the “Effective Date”), is entered into by and among the Company, [American Oncology Network, Inc.], a Delaware corporation (the “Corporation”), as the managing member of the Company, and each of the other Members (as defined herein).
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Withdrawal and Resignation Termination of Rights. 40 Section 13.01 Withdrawal and Resignation of Members 40
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Withdrawal and Resignation Termination of Rights. Section 13.01 Withdrawal and Resignation of Members. No Member shall have the power or right to withdraw or otherwise resign as a Member from the Company prior to the dissolution and winding up of the Company pursuant to this Article XIII. Any Member, however, that attempts to withdraw or otherwise resign as a Member from the Company without the prior written consent of the Manager upon or following the dissolution and winding up of the Company pursuant to this Article XIII, but prior to such Member receiving the full amount of Distributions from the Company to which such Member is entitled pursuant to this Article XIII, shall be liable to the Company for all damages (including all lost profits and special, indirect and consequential damages) directly or indirectly caused by the withdrawal or resignation of such Member. Upon a Transfer of all of a Member’s Units in a Transfer permitted by this Agreement, subject to the provisions of Section 10.06, such Member shall cease to be a Member. Section 13.02 Termination of Rights of LLC Optionees. With respect to each LLC Optionee, all rights of such Person to exercise a Redemption Right hereunder pursuant to Article XI or to become a Member hereunder pursuant to Article XII, and all other rights afforded such Person hereunder in his or her capacity as an LLC Optionee, shall automatically terminate upon the expiration or other termination (whether as a result of exercise in full, forfeiture, death, disability, termination of employment or otherwise) of all LLC Options awarded by the Company to such Person (except to the extent the Company substantially simultaneously novates or reissues an LLC Option to such Person or his or her heirs), and upon such expiration or termination such Person shall cease to be an LLC Optionee hereunder. ARTICLE XIV.
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Withdrawal and Resignation Termination of Rights. 40 Section 13.01. Withdrawal and Resignation of Members 40 ARTICLE XIV DISSOLUTION AND LIQUIDATION 40 Section 14.01. Dissolution 40 Section 14.02. Liquidation and Termination 40 Section 14.03. Deferment; Distribution in Kind 41 Section 14.04. Cancellation of Certificate 41 Section 14.05. Reasonable Time for Winding Up 42 Section 14.06. Return of Capital 42 ARTICLE XV VALUATION 42 Section 15.01. Determination 42 Section 15.02. Dispute Resolution 42 ARTICLE XVI GENERAL PROVISIONS 42 Section 16.01. Power of Attorney. 42 Section 16.02. Confidentiality 43 Section 16.03. Amendments 44 Section 16.04. Title to Company Assets 44 Section 16.05. Addresses and Notices 44 Section 16.06. Binding Effect; Intended Beneficiaries 45 Section 16.07. Creditors 45 Section 16.08. Waiver 45 Section 16.09. Counterparts 45 Section 16.10. Applicable Law 45 Section 16.11. Severability 46
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Withdrawal and Resignation Termination of Rights. 46 13.01 Withdrawal and Resignation of Members 46 ARTICLE XIV. DISSOLUTION AND LIQUIDATION 47 14.01 Dissolution 47 14.02 Winding up and Termination 47 14.03 Deferment; Distribution in Kind 48 14.04 Cancellation of Certificate 48 14.05 Reasonable Time for Winding Up 48 14.06 Return of Capital 49 ARTICLE XV. VALUATION 50 15.01 Determination 50 15.02 Dispute Resolution 50
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Withdrawal and Resignation Termination of Rights. 43 Section 13.01 Withdrawal and Resignation of Members 43 Section 13.02 Termination of Rights of LLC Optionees 43 Article XIV.
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Withdrawal and Resignation Termination of Rights. Section 13.01Withdrawal and Resignation of Members. No Member shall have the power or right to withdraw or otherwise resign as a Member from the Company prior to the dissolution and winding up of the Company pursuant to Article XIV. Any Member, however, that attempts to withdraw or otherwise resign as a Member from the Company without the prior written consent of the Manager upon or following the dissolution and winding up of the Company pursuant to Article XIV, but prior to such Member receiving the full amount of Distributions from the Company to which such Member is entitled pursuant to Article XIV, shall be liable to the Company for all damages (including all lost profits and special, indirect and consequential damages) directly or indirectly caused by the withdrawal or resignation of such Member. Upon a Transfer of all of a Member’s Units in a Transfer permitted by this Agreement, subject to the provisions of Section 10.06, such Member shall cease to be a Member.
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Withdrawal and Resignation Termination of Rights 
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Related to Withdrawal and Resignation Termination of Rights

  • Withdrawal and Resignation of Members Except in the event of Transfers pursuant to Section 10.06 and the Manager’s right to resign pursuant to Section 6.03, no Member shall have the power or right to withdraw or otherwise resign as a Member from the Company prior to the dissolution and winding up of the Company pursuant to Article XIV. Any Member, however, that attempts to withdraw or otherwise resign as a Member from the Company without the prior written consent of the Manager upon or following the dissolution and winding up of the Company pursuant to Article XIV, but prior to such Member receiving the full amount of Distributions from the Company to which such Member is entitled pursuant to Article XIV, shall be liable to the Company for all damages (including all lost profits and special, indirect and consequential damages) directly or indirectly caused by the withdrawal or resignation of such Member. Upon a Transfer of all of a Member’s Units in a Transfer permitted by this Agreement, subject to the provisions of Section 10.06, such Member shall cease to be a Member.

  • Termination and Resignation of Agent (a) The Agent may be terminated at any time upon ten (10) days prior written notice from the Lead Securitization Note Holder. In the event that the Agent is terminated pursuant to this Section 30, all of its rights and obligations under this Agreement shall be terminated, other than any rights or obligations that accrued prior to the date of such termination.

  • Resignation on Termination On termination of Executive’s employment, regardless of the reason for such termination, Executive shall immediately (and with contemporaneous effect) resign any directorships, offices or other positions that Executive may hold in the Company or any affiliate, unless otherwise agreed in writing by the Parties.

  • Termination and Resignation Your services as a Director may be terminated for any or no reason by the determination of the Board. You may also terminate your services as a Director for any or no reason by delivering your written notice of resignation to the Company (“Resignation”), and such Resignation shall be effective upon the time specified therein or, if no time is specified, upon receipt of the notice of resignation by the Company. Upon the effective date of the termination or Resignation, your right to compensation hereunder will terminate subject to the Company's obligations to pay you any compensation that you have already earned and to reimburse you for approved expenses already incurred in connection with your performance of your Duties as of the effective date of such termination or Resignation.

  • Voluntary Resignation; Termination for Cause If Executive’s employment with the Company terminates (i) voluntarily by Executive (other than for Good Reason) or (ii) for Cause by the Company, then Executive will not be entitled to receive severance or other benefits except for those (if any) as may then be established under the Company’s then existing severance and benefits plans and practices or pursuant to other written agreements with the Company.

  • Termination of Rights The Right of First Refusal and the Company's right to repurchase the Shares in the event of an involuntary transfer pursuant to Section 3(c) above shall terminate upon the first sale of Common Stock of the Company to the general public pursuant to a registration statement filed with and declared effective by the Securities and Exchange Commission under the Securities Act of 1933, as amended (the "Securities Act"). Upon termination of the Right of First Refusal and the expiration or exercise of the Repurchase Option, a new certificate or certificates representing the Shares not repurchased shall be issued, on request, without the legend referred to in Section 6(a)(ii) below and delivered to Purchaser.

  • Termination by Resignation Subject to Section 3.2, below, Executive’s employment and the Company’s obligations under this Agreement shall terminate automatically, effective immediately upon Executive’s provision of written notice to the Company of Executive’s resignation from employment with the Company or at such other time as may be mutually agreed between the Parties following the provision of such notice.

  • Termination and Termination Benefits Notwithstanding the provisions of Section 3, the Executive's employment under this Agreement shall terminate under the following circumstances set forth in this Section 6.

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