Common use of Cancellation of Certificate Clause in Contracts

Cancellation of Certificate. The Company shall terminate when (i) all of the assets of the Company, after payment of or due provision for all debts liabilities and obligations of the Company, shall have been distributed to the Members in the manner provided for in this Agreement and (ii) the Certificate shall have been canceled in the manner required by the Act.

Appears in 34 contracts

Samples: Limited Liability Company Agreement (TerraForm Power, Inc.), Limited Liability Company Agreement, Limited Liability Company Agreement (Ub Fuel Cell, LLC)

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Cancellation of Certificate. The Company shall terminate when (i) all Upon the completion of the assets winding up of the Company and the distribution of the Company's assets, after payment the Company shall be terminated and the Board of or due provision for all debts liabilities Managers shall cause the Company to execute and obligations file a Certificate of the Company, shall have been distributed to the Members Cancellation in the manner provided for in this Agreement and (ii) the Certificate shall have been canceled in the manner required by accordance with Section 18-203 of the Act.

Appears in 10 contracts

Samples: Limited Liability Company Agreement (Huntsman Texas Holdings LLC), Limited Liability Company Agreement (Huntsman Texas Holdings LLC), Limited Liability Company Agreement (Huntsman Texas Holdings LLC)

Cancellation of Certificate. The Company shall terminate when (i) all Upon the completion of the assets winding up of the Company, after payment of or due provision for all debts liabilities ’s affairs and obligations distribution of the Company’s assets, the Company shall have been distributed to be terminated and the Members shall cause the Company to execute and file a Certificate of Cancellation in the manner provided for in this Agreement and (ii) the Certificate shall have been canceled in the manner required by accordance with Section 18-203 of the Act.

Appears in 7 contracts

Samples: Limited Liability Company Agreement (Hiro Systems PBC), Securities Subscription Agreement (Real Brokerage Inc), Limited Liability Company Agreement (Real Brokerage Inc)

Cancellation of Certificate. The Company shall terminate when (i) all Upon the completion of the assets distribution of the Company’s assets, after payment the Company shall be terminated and the Member shall cause the Company to execute and file a Certificate of or due provision for all debts liabilities and obligations Cancellation in accordance with Section 18-203 of the Company, shall have been distributed to the Members in the manner provided for in this Agreement and (ii) the Certificate shall have been canceled in the manner required by the Act.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Celanese Americas CORP), Limited Liability Company Agreement (Celanese Americas CORP), Limited Liability Company Agreement (Celanese Americas CORP)

Cancellation of Certificate. The Company shall terminate when (i) all Upon the completion of the Distribution of the Company’s assets upon dissolution of the Company, after payment the Company shall be terminated, all Units shall be cancelled and the Board shall cause the Company to execute and file a Certificate of or due provision for all debts liabilities and obligations Cancellation in accordance with Section 18-203 of the Company, shall have been distributed to the Members in the manner provided for in this Agreement and (ii) the Certificate shall have been canceled in the manner required by the Act.

Appears in 2 contracts

Samples: Limited Liability Company Operating Agreement (Radio One Distribution Holdings, LLC), Limited Liability Company Operating Agreement (Radio One Distribution Holdings, LLC)

Cancellation of Certificate. The Company shall terminate when (i) all Upon the completion of the Distribution of the Company's assets upon dissolution of the Company, after payment the Company shall be terminated, all Interests shall be cancelled and the Board shall cause the Company to execute and file a Certificate of or due provision for all debts liabilities and obligations Cancellation in accordance with Section 18-203 of the Company, shall have been distributed to the Members in the manner provided for in this Agreement and (ii) the Certificate shall have been canceled in the manner required by the Act.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Armkel LLC), Limited Liability Company Agreement (Church & Dwight Co Inc /De/)

Cancellation of Certificate. The Company shall terminate when (i) all Upon the completion of the distribution of the Company’s assets upon dissolution of the Company, after payment the Company and this Limited Liability Company Agreement (other than such provisions which, by their terms or nature, survive such transaction) shall be terminated, all Shares shall be cancelled and the Managers shall cause the Company to execute and file a Certificate of or due provision for all debts liabilities and obligations Cancellation in accordance with Section 18-203 of the Company, shall have been distributed to the Members in the manner provided for in this Agreement and (ii) the Certificate shall have been canceled in the manner required by the Act.

Appears in 2 contracts

Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Knight Capital Group, Inc.)

Cancellation of Certificate. The Company shall terminate when (i) all Upon the completion of the winding up of the Company’s affairs and Distribution of the Company’s assets following the dissolution of the Company, after payment of or due provision for all debts liabilities the Company shall be terminated and obligations of the Company, shall have been distributed to the Members shall cause the Company to execute and file a Certificate of Cancellation in the manner provided for in this Agreement and (ii) the Certificate shall have been canceled in the manner required by accordance with Section 18-203 of the Act.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Springleaf Holdings, Inc.), Limited Liability Company Agreement (Springleaf Holdings, LLC)

Cancellation of Certificate. The Company shall terminate when (il) all of the assets of the Company, after payment of or due provision for all debts liabilities and obligations of the Company, shall have been distributed to the Members in the manner provided for in this Agreement and (ii) the Certificate shall have been canceled in the manner required by the Act.

Appears in 2 contracts

Samples: Equity Purchase Agreement (Paperweight Development Corp), Equity Purchase Agreement (Hicks Acquisition CO II, Inc.)

Cancellation of Certificate. The Company shall terminate when (i) all Upon the completion of the distribution of the Company’s assets upon dissolution of the Company, after payment of or due provision for all debts liabilities the Company and obligations of the Company, shall have been distributed to the Members in the manner provided for in this Agreement (other than such provisions which, by their terms or nature, survive such transaction) shall be terminated, all Shares shall be cancelled and (ii) the Managers shall cause the Company to execute and file a Certificate shall have been canceled of Cancellation in the manner required by accordance with Section 18-203 of the Act.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Toro Co), Limited Liability Company Agreement (Toro Co)

Cancellation of Certificate. The Upon the completion of the distribution of the company assets, the Company shall be terminated and the Members shall cause the Company to execute Articles of Dissolution and take such other actions as may be necessary or appropriate to terminate when (i) all of the assets existence of the Company, after payment of or due provision for all debts liabilities and obligations of the Company, shall have been distributed to the Members in the manner provided for in this Agreement and (ii) the Certificate shall have been canceled in the manner required by the Act.

Appears in 1 contract

Samples: Operating Agreement (Alto Group Holdings Inc.)

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Cancellation of Certificate. The Upon the completion of the distribution of Company assets as provided herein, the Company shall terminate when be terminated, and the Liquidation Representative (ior the Members if necessary) all shall cause the cancellation of the assets Certificate of the Company, after payment of or due provision for all debts liabilities Company and obligations of shall take such other actions as may be necessary to terminate the Company, shall have been distributed to the Members in the manner provided for in this Agreement and (ii) the Certificate shall have been canceled in the manner required by the Act.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Ignis Petroleum Group, Inc.)

Cancellation of Certificate. The Upon the completion of the ----------------------------- distribution of Company assets, the Company shall be terminated and the Members shall cause the Company to execute articles of dissolution and take such other actions as may be necessary or appropriate to terminate when (i) all of the assets of the Company, after payment of or due provision for all debts liabilities and obligations of the Company, shall have been distributed to the Members in the manner provided for in this Agreement and (ii) the Certificate shall have been canceled in the manner required by the Act.

Appears in 1 contract

Samples: Operating Agreement (Angelo Gordon & Co Lp)

Cancellation of Certificate. The Company shall terminate when (i) all of the assets of the Company, after payment of or due provision for all debts debts, liabilities and obligations of the Company, Company shall have been distributed to the Members in the manner provided for in this Agreement and (ii) the Certificate shall have been canceled in the manner required by the Act.

Appears in 1 contract

Samples: Operating Agreement (Gse Systems Inc)

Cancellation of Certificate. The Company shall terminate when (i) all Upon the completion of the Distribution of the Company's assets upon dissolution of the Company, after payment the Company shall be terminated, all Units shall be cancelled and the Board shall cause the Company to execute and file a Certificate of or due provision for all debts liabilities and obligations Cancellation in accordance with Section 18-203 of the Company, shall have been distributed to the Members in the manner provided for in this Agreement and (ii) the Certificate shall have been canceled in the manner required by the Act.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Element K Corp)

Cancellation of Certificate. The Company shall terminate when (i) all Upon the completion of the assets Distribution of the Company’s assets upon dissolution, after payment the Company shall be terminated, all Units shall be canceled and the Board shall cause the Company to execute and file a Certificate of or due provision for all debts liabilities and obligations Cancellation in accordance with Section 18-203 of the Company, shall have been distributed to the Members in the manner provided for in this Agreement and (ii) the Certificate shall have been canceled in the manner required by the Act.. 57145 -21-

Appears in 1 contract

Samples: Limited Liability Company Agreement (FanSided Inc.)

Cancellation of Certificate. The Company shall terminate when (i) all Upon the completion of the assets winding up of the Company and the distribution of the Company’s assets, after payment the Company shall be terminated and the Member shall cause the Company to execute and file a Certificate of or due provision for all debts liabilities and obligations Cancellation in accordance with Section 18-203 of the Company, shall have been distributed to the Members in the manner provided for in this Agreement and (ii) the Certificate shall have been canceled in the manner required by the Act.

Appears in 1 contract

Samples: Limited Liability Company Agreement (LaBarge/STC, Inc.)

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