Continuance of the Company Sample Clauses

Continuance of the Company. To the maximum extent permitted by the Act, the death, retirement, resignation, expulsion, bankruptcy or dissolution of a Member shall not constitute a Dissolution Event and, notwithstanding the occurrence of any such event or circumstance, the business of the Company shall be continued without dissolution.
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Continuance of the Company. Notwithstanding the foregoing provisions of Article 1.5, upon the occurrence of an event described in Article 1.5(c), if there are at least two remaining members, the remaining members have the right to continue the business of the Company. Such right can be exercised only by the affirmative consent of not less than a majority-in-interest of the remaining members, within ninety (90) days after the occurrence of an event described in Article 1.5(c), to continue the business of the Company. If not so exercised, the right of the members to continue the business of the Company shall expire and the Company’s affairs shall be wound up as provided in Article 8 hereof.
Continuance of the Company. Notwithstanding Section 14.1(d), upon the occurrence of a Dissolution Event, the remaining Member or Members may avoid dissolution of the Company by electing, within 90 days after a Dissolution Event, to continue the business of the Company on the same terms as this Agreement, except if the Dissolution Event is due to a material breach by any Member, that Member's Allocation Percentage shall be reduced to zero. Expenses incurred in the continuance of the Company shall be deemed expenses of the Company.
Continuance of the Company. Notwithstanding the provisions of Section 1.5, if, upon the occurrence of an event described in Section 1.5(c), there are at least two remaining Members, the remaining Members shall have the right to continue the business of the Company by so electing in writing within 90 days after the occurrence of such event. If the remaining Members do not elect to continue the business of the Company, the Company's affairs shall be wound up as provided in Article VIII.
Continuance of the Company. In the event of the death, disability, or withdrawal of any Member, the Company shall not dissolve but shall continue in existence. The deceased Member’s interest may be transferred to their heir or successor in accordance with the terms of this Operating Agreement or as otherwise agreed by the remaining Member.
Continuance of the Company. If the interest of a selling Member is purchased in accordance with any option to purchase provided in Article 17 hereof, or is transferred or redeemed in compliance with Article 17, then the Company business shall not terminate but shall continue in the same manner as theretofore conducted. The remaining Member(s) may continue the Company business under the firm name and style mentioned herein and shall become entitled to any good will of the business.
Continuance of the Company. Upon the Termination of a Member, the Company shall continue without dissolution, provided that remaining Members holding a majority of the Voting Points elect to continue the business after the Terminating Event. The Terminating Member shall cease to be a Member and shall have no further right to participate in the Company’s business, Profits, Losses, or distributions, but shall have only the rights to any unpaid compensation due under his Services Contract, and the Redemption of his Membership Interest in the Company.
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Related to Continuance of the Company

  • Term of the Company The term of the Company commenced on the Formation Date and shall continue in existence until termination and dissolution thereof as determined under Section 21 of this Agreement; provided that this Agreement shall remain in full force and effect notwithstanding the termination and dissolution of the Company.

  • Management of the Company The Company's business and affairs shall be conducted and managed by the Member(s) in accordance with this Agreement and the laws of the State of the Formation. Single-Member (Applies ONLY if Single-Member): The Member(s) of the Company has sole authority and power to act for or on behalf of the Company, to do any act that would be binding on the Company or incur any expenditures on behalf of the Company. The Member(s) shall not be liable for the debts, obligations, or liabilities of the Company, including under a judgment, decree, or order of a court. The Company is organized as a “member-managed” limited liability company. The Member(s) is designated as the initial managing Member(s). Multi-Member (Applies ONLY if Multi-Member): Except as expressly provided elsewhere in this Agreement, all decisions respecting the management, operation, and control of the business and affairs of the Company and all determinations made in accordance with this Agreement shall be made by the affirmative vote or consent of Member(s) holding a majority of the Members’ Percentage Interests. Notwithstanding any other provision of this Agreement, the Member shall not, without the prior written consent of the unanimous vote or consent of the Member(s), sell, exchange, lease, assign or otherwise transfer all or substantially all of the assets of the Company; sell, exchange, lease (other than space leases in the ordinary course of business), assign or transfer the Company’s assets; mortgage, pledge or encumber the Company’s assets other than is expressly authorized by this Agreement; prepay, refinance, modify, extend or consolidate any existing mortgages or encumbrances; borrow money on behalf of the Company; lend any Company funds or other assets to any person or entity; establish any reserves for working capital repairs, replacements, improvements or any other purpose; confess a judgment against the Company; settle, compromise or release, discharge or pay any claim, demand or debt, including claims for insurance; approve a merger or consolidation of the Company with or into any other limited liability company, corporation, partnership or other entity; or change the nature or character of the business of the Company. The Member(s) shall receive such sums for compensation as Member(s) of the Company as may be determined from time to time by the affirmative vote or consent of Member(s) holding a majority of the Member(s)’ Percentage Interests.

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