Common use of Withdrawal Events Clause in Contracts

Withdrawal Events. (Applies ONLY if Multi-Member): In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s), or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member(s), or the occurrence of any other event which terminates the continued membership of a Member(s) in the Company pursuant to the Statutes (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company shall terminate sixty (60) days after notice to the Member(s) of such withdrawal Event unless the business of the Company is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s), the Company shall not terminate, irrespective of applicable law, if within the aforesaid sixty-day period the remaining Member(s), by the unanimous vote or consent of the Member(s) (other than the Member(s) who caused the Withdrawal Event), shall elect to continue the business of the Company. In the event of a Withdrawal Event with respect to a Member(s), any successor in interest to such Member(s) (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) in the Company, other than the allocations and distributions to which such Member(s) is entitled, unless such successor in interest is admitted as a Member(s) in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) shall occur if such Member(s): (1) applies for or consents to the appointment of a receiver, trustee or liquidator of all or a substantial part of their assets; or (2) makes a general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency, readjustment of debt or similar law or statute, or an answer admitting the material allegations of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; or

Appears in 46 contracts

Samples: Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement

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Withdrawal Events. (Applies ONLY if Multi-Member): In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s)Member, or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member(s)Member, or the occurrence of any other event which terminates the continued membership of a Member(s) Member in the Company pursuant to the Statutes (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company shall terminate sixty (60) days after notice to the Member(s) Members of such withdrawal Event unless the business of the Company is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s)Member, the Company shall not terminate, irrespective of applicable law, if within the aforesaid sixty-sixty day period the remaining Member(s)Members, by the unanimous vote or consent of the Member(s) Members (other than the Member(s) Member who caused the Withdrawal Event), shall elect to continue the business of the Company. In the event of a Withdrawal Event with respect to a Member(s)an Member, any successor in interest to such Member(s) Member (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) Member in the Company, other than the allocations and distributions to which such Member(s) Member is entitled, unless such successor in interest is admitted as a Member(s) Member in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) Member shall occur if such Member(s): Member: (1) applies for or consents to the appointment of a receiver, trustee or liquidator of all or a substantial part of their assets; or (2) makes a general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency, readjustment of debt or similar law or statute, or an answer admitting the material allegations of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; oror (6) an order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall continue unstayed and in effect for thirty days.

Appears in 34 contracts

Samples: Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement

Withdrawal Events. (Applies ONLY if Multi-Member): In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s), or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member(s), or the occurrence of any other event which terminates the continued membership of a Member(s) in the Company pursuant to the Statutes (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company shall terminate sixty (60) days after notice to the Member(s) of such withdrawal Event unless the business of the Company is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s), the Company shall not terminate, irrespective of applicable law, if within the aforesaid sixty-day period the remaining Member(s), by the unanimous vote or consent of the Member(s) (other than the Member(s) who caused the Withdrawal Event), shall elect to continue the business of the Company. In the event of a Withdrawal Event with respect to a Member(s), any successor in interest to such Member(s) (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) in the Company, other than the allocations and distributions to which such Member(s) is entitled, unless such successor in interest is admitted as a Member(s) in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) shall occur if such Member(s): (1) applies for or consents to the appointment of a receiver, trustee or liquidator of all or a substantial part of their assets; or (2) makes a general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency, readjustment of debt or similar law or statute, or an answer admitting the material allegations of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; oror (6) an order, judgment or decree shall be entered, with or without the application, approval or consent of such Member(s), by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member(s), and such order, judgment or decree shall be entered, with or without the application, approval or consent of such Member(s), by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member(s), and such order, judgment or decree shall continue unstayed and in effect for thirty (30) days.

Appears in 5 contracts

Samples: Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement, Limited Liability

Withdrawal Events. (Applies ONLY if Multi-Member): In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s)Member, or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member(s)Member, or the occurrence of any other event which terminates the continued membership of a Member(s) Member in the Company pursuant to the Statutes (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company shall terminate sixty (60) days after notice to the Member(s) Members of such withdrawal Event unless the business of the Company is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s)Member, the Company shall not terminate, irrespective of applicable law, if within the aforesaid sixty-day period the remaining Member(s)Members, by the unanimous vote or consent of the Member(s) Members (other than the Member(s) Member who caused the Withdrawal Event), shall elect to continue the business of the Company. In the event of a Withdrawal Event with respect to a Member(s)Member, any successor in interest to such Member(s) Member (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) Member in the Company, other than the allocations and distributions to which such Member(s) Member is entitled, unless such successor in interest is admitted as a Member(s) Member in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) Member shall occur if such Member(s): Member: (1) applies for or consents to the appointment of a receiver, trustee or liquidator of all or a substantial part of their assets; or (2) makes a general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency, readjustment of debt or similar law or statute, or an answer admitting the material allegations of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; oror (6) an order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall continue unstated and in effect for thirty (30) days.

Appears in 2 contracts

Samples: Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement

Withdrawal Events. (Applies ONLY if Multi-Member): In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s)Member, or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member(s)Member, or the occurrence of any other event which terminates the continued membership of a Member(s) Member in the Company pursuant to the Statutes (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company shall terminate sixty (60) days after notice to the Member(s) Members of such withdrawal Event unless the business of the Company is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s)Member, the Company shall not terminate, irrespective of applicable law, if within the aforesaid sixty-day period the remaining Member(s)Members, by the unanimous vote or consent of the Member(s) Members (other than the Member(s) Member who caused the Withdrawal Event), shall elect to continue the business of the Company. In the event of a Withdrawal Event with respect to a Member(s)Member, any successor in interest to such Member(s) Member (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) Member in the Company, other than the allocations and distributions to which such Member(s) Member is entitled, unless such successor in interest is admitted as a Member(s) Member in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) Member shall occur if such Member(s): Member: (1) applies for or consents to the appointment of a receiver, trustee or liquidator of all or a substantial part of their assets; or (2) makes a general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency, readjustment of debt or similar law or statute, or an answer admitting the material allegations of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; oror (6) an order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall continue unstayed and in effect for thirty days.

Appears in 2 contracts

Samples: Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement

Withdrawal Events. (Applies ONLY if Multi-Member): In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s)Member, or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member(s)Member, or the occurrence of any other event which terminates the continued membership of a Member(s) Member in the Company pursuant to the Statutes (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company shall terminate sixty (60) days after notice to the Member(s) Members of such withdrawal Event unless the business of the Company is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s)Member, the Company shall not terminate, irrespective of applicable law, if within the aforesaid sixty-sixty day period the remaining Member(s)Members, by the unanimous vote or consent of the Member(s) Members (other than the Member(s) Member who caused the Withdrawal Event), shall elect to continue the business of the Company. In the event of a Withdrawal Event with respect to a Member(s)an Member, any successor in interest to such Member(s) Member (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) Member in the Company, other than the allocations and distributions to which such Member(s) Member is entitled, unless such successor in interest is admitted as a Member(s) Member in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) Member shall occur if such Member(s): Member: (1) applies for or consents to the appointment of a receiver, trustee or liquidator of all or a substantial part of their assets; or (2) makes a general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency, readjustment of debt or similar law or statute, or an answer admitting the material allegations of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; or

Appears in 2 contracts

Samples: Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement

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Withdrawal Events. (Applies ONLY if Multi-Member): In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s)Member, or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member(s)Member, or the occurrence of any other event which terminates the continued membership of a Member(s) Member in the Company pursuant to the Statutes (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company shall terminate sixty (60) days after notice to the Member(s) Members of such withdrawal Event unless the business of the Company is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s)Member, the Company shall not terminate, irrespective of applicable law, if within the aforesaid sixty-sixty day period the remaining Member(s)Members, by the unanimous vote or consent of the Member(s) Members (other than the Member(s) Member who caused the Withdrawal Event), shall elect to continue the business of the Company. In the event of a Withdrawal Event with respect to a Member(s)Member, any successor in interest to such Member(s) Member (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) Member in the Company, other than the allocations and distributions to which such Member(s) Member is entitled, unless such successor in interest is admitted as a Member(s) Member in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) Member shall occur if such Member(s): Member: (1) applies for or consents to the appointment of a receiver, trustee or liquidator of all or a substantial part of their assets; or (2) makes a general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency, readjustment of debt or similar law or statute, or an answer admitting the material allegations of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; oror (6) an order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall continue unstated and in effect for thirty (30) days.

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement

Withdrawal Events. (Applies ONLY if Multi-Member): In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s)Member, or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member(s)Member, or the occurrence of any other event which terminates the continued membership of a Member(s) Member in the Company pursuant to the Statutes (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company shall terminate sixty (60) days after notice to the Member(s) the.Members of such withdrawal Event withdrawal’Event unless the business of the Company is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s)Member, the Company shall not terminate,, irrespective of applicable law, if within the aforesaid sixty-sixty day period the remaining Member(s), Members* by the unanimous vote or Or consent of the Member(s) Members (other than the Member(s) die Member who caused the die Withdrawal Event), shall elect to continue the business of the Company. In the event of a Withdrawal Event with respect to a Member(s)Member, any successor in interest to such Member(s) Member (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) Member in the Company, other Other than the allocations and distributions to which winch such Member(s) Member is entitled, unless such successor in interest is admitted as a Member(s) Member in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) Member shall occur if such Member(s): Member: (1) applies for or consents to the appointment of a receiver, trustee or liquidator of all or a substantial part of their assets; or (2) makes a general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files files' a voluntary petition in bankruptcy or Or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency.insolvency, readjustment of debt or similar law or statute, or an answer admitting the material thematenal allegations of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or of similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; oror (6) an order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order* judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of.such Member* and such order, judgment or decree shall continue unstated and in effect for thirty (30) days:

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement

Withdrawal Events. (Applies ONLY if Multi-Member): In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s)Member, or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member(s)Member, or the occurrence of any other event which terminates the continued membership of a Member(s) Member in the Company Collective pursuant to the Statutes (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company Collective shall terminate sixty (60) days after notice to the Member(s) of such withdrawal Event unless the business of the Company Collective is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s)Member, the Company Collective shall not terminate, irrespective of applicable law, if within the aforesaid sixty-day period the remaining Member(s), by the unanimous vote or consent of the Member(s) (other than the Member(s) Member who caused the Withdrawal Event), shall elect to continue the business of the CompanyCollective. In the event of a Withdrawal Event with respect to a Member(s)Member, any successor in interest to such Member(s) Member (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) in the CompanyCollective, other than the allocations and distributions to which such Member(s) Member is entitled, entitled unless such successor in interest is admitted as a Member(s) Member in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) Member shall occur if such Member(s): Member: (1) applies for or consents to the appointment of a receiver, trustee or liquidator of all or a substantial part of their assets; or (2) makes a general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency, readjustment of debt or similar law or statute, or an answer admitting the material allegations of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; oror (6) an order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall continue unstated and in effect for thirty (30) days.

Appears in 1 contract

Samples: Multi Member LLC Operating Agreement

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