Articles of Cancellation & Articles of Dissolution Sample Clauses

Articles of Cancellation & Articles of Dissolution. If the Company is dissolved, the Manager promptly shall file Articles of Dissolution with the State of [State], and upon the mailing of proper notices, shall file Articles of Cancellation with the State of [State] concerning the termination of the Company. If there is no Manager remaining on the Manager, then the Articles of Cancellation shall be filed by the last Person to be a Member; if there are no remaining Members, nor a Person who last was a Member, then the Articles shall be filed by the legal or personal representative of the Person who last was a Member.
AutoNDA by SimpleDocs

Related to Articles of Cancellation & Articles of Dissolution

  • Certificate of Cancellation On completion of the winding up of the Company as provided herein and under the Act, the Members (or such other Person or Persons as the Act may require or permit) shall file a certificate of cancellation with the Secretary of State of the State of Delaware and take such other actions as may be necessary to terminate the existence of the Company. Upon the filing of such certificate of cancellation, the existence of the Company shall terminate, except as may be otherwise provided by the Act or by Applicable Law.

  • Events of Dissolution The Company shall be dissolved upon the happening of any of the following events:

  • Effect of Dissolution Except as otherwise provided in this Agreement, upon the dissolution of the Company, the Sole Member shall take such actions as may be required pursuant to the Act and shall proceed to wind up, liquidate and terminate the business and affairs of the Company. In connection with such winding up, the Sole Member shall have the authority to liquidate and reduce to cash (to the extent necessary or appropriate) the assets of the Company as promptly as is consistent with obtaining fair value therefor, to apply and distribute the proceeds of such liquidation and any remaining assets in accordance with the provisions of Section 8.3, and to do any and all acts and things authorized by, and in accordance with, the Act and other applicable laws for the purpose of winding up and liquidation.

  • Notice of Cancellation Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to City.

  • Dissolution and Winding Up The Company shall dissolve and its business and affairs shall be wound up pursuant to a written instrument executed by the Member. In such event, after satisfying creditors, all remaining assets shall be distributed to the Member.

  • Voter Registration: When designated by the Secretary of State Party agrees to become a voter registration agency as defined by 17 V.S.A. §2103 (41), and to comply with the requirements of state and federal law pertaining to such agencies.

  • Dissolution and Liquidation (Check One)

  • Effect of Cancellation If the Student cancels the housing agreement during a semester, the Student may remain in residence until the end of the semester the cancellation was given to UCF DHRL. The Student’s cancellation fees will be determined based on the date the Student’s written or electronically reproducible notice of cancellation is received by UCF DHRL; rent for the semester the cancellation is submitted to UCF DHRL will be based upon the date the Student vacates the residence facility. Notwithstanding anything in this agreement, the Student is always responsible for the greater of the pro rata rent for the semester of cancellation or the cancellation fee for that semester. Residents who cancel this agreement will not be given any preference as a current or prior resident.

  • Secretary of State The Secretary of State of the State of Delaware.

  • XX The Secretary of State may a) Waive all or part of the repayment due under sub-clause 5.DD(b) if the Academy Trust obtains his permission to invest the sale proceeds for its charitable purposes; or

Time is Money Join Law Insider Premium to draft better contracts faster.