Dissociation definition

Dissociation means a complete termination of a Member’s membership in the Company due to an event described in Article 3 hereof.

Split View

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Get StartedSchedule a Demo

Dissociation means any action which causes a Person to cease being a Member as described in Article IX hereof.

Dissociation from the LLC occurs upon a Member’s expulsion, transfer or redemption of all of the Member’s Units, withdrawal or resignation (an “Event of Dissociation”). Upon the occurrence of an Event of Dissociation: (a) the Member’s right to participate in the LLC’s governance, receive information concerning the LLC’s affairs and inspect the LLC’s books and records will terminate and (b) unless the Dissociation resulted from the Transfer of the Member’s Units, the Member will be entitled to receive the Distributions to which the Member would have been entitled as of the effective date of the Dissociation had the Dissociation not occurred. The Member will remain liable for any obligation to the LLC that existed prior to the effective date of the Dissociation, including any costs or damages from the Member’s breach of this Agreement. The Member will have no automatic right to any return of his, her or its capital (or redemption of his, her or its Units) prior to the termination of the LLC unless the LLC affirmatively elects (in its sole and absolute discretion) to return capital to a Member. The effect of such Dissociation on the remaining Members who do not sell or dissociate will be to increase their percentage share of the remaining assets of the LLC, and thus their proportionate share of its future earnings, losses and distributions. The reduction in the outstanding Units will also increase the relative voting power of remaining Members.

Examples of Dissociation in a sentence

• If the Member Transfers all of his, her, or its Membership Interest, the Transfer will constitute an event of Dissociation.

• Dissociation from the Company and or a Series occurs upon a Member’s expulsion, Transfer, or redemption of all of the Member’s Membership Interests (an “Event of Dissociation”).

• Without limiting the generality of the foregoing, unless the language or context clearly indicates a different intent, the provisions of this Agreement pertaining to the Company’s and each Series’ governance and financial affairs, and the rights of the Members upon Dissociation and dissolution, will supersede the provisions of the Act relating to the same matters.

• The effect of such Dissociation on the remaining Members will be an increase of their percentage share of the remaining assets of the Series and/or the Company, and thus their proportionate share of future earnings, losses, and Distributions.

• The Member will remain liable for any obligation to the Series and/or Company that existed prior to the effective date of the Dissociation, including any costs or damages resulting from the Member’s breach of this Agreement.

More Definitions of Dissociation

Dissociation means a complete termination of a Member’s membership in the LLC due to an event described in Article 3.

Dissociation means a complete termination of a member’s

Dissociation refers to the death, resignation, bankruptcy or dissolution of a Member or the occurrence of any other event (other than the termination of the Company) which terminates the continued membership of a Member in the Company. Dissociation is subject to restriction under Section 10.01.

Dissociation. “Dissociate” or “Dissociating” means any action which causes a Person to cease to be Member as described in Article 11;

Dissociation means any action which causes a Person to cease being a Member as described in Section 7.5.

Dissociation means, with respect to a Person who was a Shareholder, the occurrence of an Event of Dissociation pursuant to which such Person ceases to be a Shareholder as provided in this Agreement.

Dissociation means a complete termination of a Limited Partner’s limited partnership in the Partnership due to an event described in Article 3 hereof.