BANKRUPTCY OR DISSOLUTION OF PARTNERS Sample Clauses

BANKRUPTCY OR DISSOLUTION OF PARTNERS. The Bankruptcy or dissolution of the Limited Partner shall not dissolve the Partnership, and its business shall be continued thereafter. The Bankruptcy or dissolution (without reconstitution within sixty (60) days thereafter) of the General Partner shall dissolve the Partnership and cause its liquidation, except as otherwise provided in Section 8.4. Upon the occurrence of a Bankruptcy or the dissolution (without reconstitution within sixty (60) days thereafter) of any Partner, such Partner shall become a Terminated Partner under Section 7.9, and the trustee in Bankruptcy, receiver or other legal representative of the Bankrupt Partner or other legal representatives of the dissolved Partner, shall have all the rights of an assignee of the Partner, including the same right (subject to the same limitations) as the Bankrupt or dissolved Partner would have had under the provisions of Section 7.1 to Transfer its interest in the Partnership, subject to the substitution rules of Section 7.4 and the provisions of Section 7.9; provided, however, that upon the Bankruptcy or dissolution (without reconstitution within sixty (60) days thereafter) of the General Partner, the General Partner shall cease taking any and all action with respect to the Partnership and shall automatically have its entire interest in the Partnership reconstituted as that of a Limited Partner in the Partnership who shall be a Terminated Partner for all purposes of this Agreement, and the Limited Partner who is not a Terminated Partner may, if it elects to reconstitute and continue the Partnership under Section 7.4, appoint a successor General Partner as provided in Section 8.4 (such remedies are intended to be enforceable upon the Bankruptcy of the General Partner for the reasons set forth in Section 7.7).
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BANKRUPTCY OR DISSOLUTION OF PARTNERS. The Bankruptcy or dissolution (without reconstitution within sixty (60) days thereafter) of any General Partner (whether or not the Managing General Partner) shall dissolve (and require the liquidation of) the Partnership, except as otherwise provided in Section 8.4. The Bankruptcy or dissolution of a Limited Partner shall not dissolve the Partnership. Upon the occurrence of a Bankruptcy or the dissolution (without reconstitution within sixty (60) days thereafter) of any Partner, such Partner shall become a Terminated Partner under Section 7.9, and the trustee in Bankruptcy, receiver or other legal representative of the Bankrupt Partner or other legal representatives of the dissolved Partner, shall have all the rights of an assignee of the Partner, including the same right (subject to the same limitations) as the Bankrupt or dissolved Partner would have had under the provisions of Section 7.1 to assign its interest in the Partnership, subject to the substitution rules of Section 7.4 and the provisions of Section 7.9.
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Related to BANKRUPTCY OR DISSOLUTION OF PARTNERS

  • Dissolution of Partnership The Partnership shall be dissolved upon the expiration of its term or the earlier occurrence of any of the following events.

  • Effect of Bankruptcy, Withdrawal, Death or Dissolution of a General Partner (a) Upon the occurrence of an Event of Bankruptcy as to a General Partner (and its removal pursuant to Section 7.4(a) hereof) or the death, withdrawal, removal or dissolution of a General Partner (except that, if a General Partner is on the date of such occurrence a partnership, the withdrawal, death, dissolution, Event of Bankruptcy as to, or removal of a partner in, such partnership shall be deemed not to be a dissolution of such General Partner if the business of such General Partner is continued by the remaining partner or partners), the Partnership shall be dissolved and terminated unless the Partnership is continued pursuant to Section 7.3(b) hereof. The merger of the General Partner with or into any entity that is admitted as a substitute or successor General Partner pursuant to Section 7.2 hereof shall not be deemed to be the withdrawal, dissolution or removal of the General Partner.

  • Dissolution of the Partnership The Partnership shall be dissolved upon the happening of any of the following:

  • Dissolution of Company (a) The Company shall be dissolved, wound up and terminated as provided herein upon the first to occur of the following:

  • Corporate Dissolution or Bankruptcy The Employer may terminate and liquidate this Agreement within twelve (12) months of a corporate dissolution taxed under Code Section 331, or with the approval of a bankruptcy court pursuant to 11 U.S.C. §503(b)(1)(A), provided that all benefits paid under the Agreement are included in the Executive’s gross income in the latest of: (i) the calendar year which the termination occurs; (ii) the calendar year in which the amount is no longer subject to a substantial risk of forfeiture; or (iii) the first calendar year in which the payment is administratively practicable.

  • Dissolution, etc Wind up, liquidate or dissolve (voluntarily or involuntarily) or commence or suffer any proceedings seeking any such winding up, liquidation or dissolution, except in connection with a merger or consolidation permitted pursuant to Section 10.8.

  • No Action for Dissolution The Members acknowledge that irreparable damage would be done to the goodwill and reputation of the Company if any Member should bring an action in court to dissolve the Company under circumstances where dissolution is not required by Section 10.1. Accordingly, except where the Board has failed to cause the liquidation of the Company as required by Section 10.1 and except as specifically provided in Section 18-802, each Member hereby to the fullest extent permitted by law waives and renounces his right to initiate legal action to seek dissolution of the Company or to seek the appointment of a receiver or trustee to wind up the affairs of the Company, except in the cases of fraud, violation of law, bad faith, gross negligence, willful misconduct or willful violation of this Agreement.

  • Liquidation or Dissolution In the event the Company is liquidated or dissolved, the assets of the Company shall be distributed to the Members in accordance with the provisions of Section 11.

  • Continuation of the Business of the Partnership After Dissolution Upon (a) dissolution of the Partnership following an Event of Withdrawal caused by the withdrawal or removal of the General Partner as provided in Section 11.1(a)(i) or (iii) and the failure of the Partners to select a successor to such Departing General Partner pursuant to Section 11.1 or Section 11.2, then, to the maximum extent permitted by law, within 90 days thereafter, or (b) dissolution of the Partnership upon an event constituting an Event of Withdrawal as defined in Section 11.1(a)(iv), (v) or (vi), then, to the maximum extent permitted by law, within 180 days thereafter, the holders of a Unit Majority may elect to continue the business of the Partnership on the same terms and conditions set forth in this Agreement by appointing as a successor General Partner a Person approved by the holders of a Unit Majority. Unless such an election is made within the applicable time period as set forth above, the Partnership shall conduct only activities necessary to wind up its affairs. If such an election is so made, then:

  • No Dissolution Except as required by the Act, the Partnership shall not be dissolved by the admission of additional Partners or withdrawal of Partners in accordance with the terms of this Agreement. The Partnership may be dissolved, liquidated wound up and terminated only pursuant to the provisions of this Article IX, and the Partners hereby irrevocably waive any and all other rights they may have to cause a dissolution of the Partnership or a sale or partition of any or all of the Partnership assets.

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