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, upon the occurrence of an event described in Section 8.1(a), the remaining Members shall have the right to continue the business of the Company. Such right can be exercised only by the affirmative vote of a Majority-in-Interest of the Members, within 90 days after the occurrence of any event described in Section 8.1(a) 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 Section 8.3 below.
Sample 1
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.
Sample 1
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.
Sample 1
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.
Sample 1
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.
Sample 1

Related to Continuance of the Company

  • Continuation of the Company The Company shall not be dissolved upon the occurrence of any event that is deemed to terminate the continued membership of a Member, but rather the Company shall continue without dissolution, and its affairs shall not be required to be wound up.

  • Continuance of Business Do, or cause to be done, all things reasonably necessary to preserve and keep in full force and effect the corporate existence of the Borrower or any Subsidiary and all permits, rights and privileges necessary for the proper conduct of its business, and continue to engage in the same line of business and comply in all material respects with all applicable laws, regulations and orders.

  • Term of the Company The existence of the Company commenced as of the date that the Certificate of Formation was filed with the Secretary of State of the State of Delaware and shall continue until dissolution thereof in accordance with the provisions of this Agreement.

  • DURATION OF THE COMPANY The Company shall continue in perpetuity unless terminated sooner by operation of law or by decision of the Member.

  • Termination of the Company Upon the voluntary termination of the Company upon the consent of the Members, the sale or other transfer of all or substantially all of the Company's assets or any other termination of the Company in accordance with the provisions of this Agreement, the Company shall wind up its affairs and shall then be liquidated as provided in Article 13.

  • Continuance of Agreement This Agreement will continue in effect for a period of more than one year from the date of its effectiveness only so long as its continuance is specifically approved annually by a majority vote of both (a) the full Board of Trustees of the Fund and (b) those Trustees who are not interested persons of the Fund and who have no direct or indirect financial interest in the operation of the Plan or this Agreement (the "Independent Trustees"), cast in person at a meeting called for the purpose of voting on this Agreement.

  • Operation of the Company Each Party agrees to take all actions necessary to ensure that the Company shall be operated in accordance with the terms of this Agreement and the other Transaction Agreements, including, without limitation, to vote all Securities held by it (and to cause all Securities held by any of its Affiliates and permitted transferees under Section 13 to be voted) to effect the terms hereof.

  • Continuance of Employment The vesting schedule requires continued employment or service through each applicable vesting date as a condition to the vesting of the applicable portion of the Award and the rights and benefits under this Award Agreement. Partial employment or service, even if substantial, during any vesting period will not entitle the Participant to any proportionate vesting or avoid or mitigate a termination of rights and benefits upon or following a termination of employment or services as provided in Section 8 below or under the Plan. Nothing contained in this Award Agreement or the Plan constitutes an employment or service commitment by the Corporation, affects the Participant’s status as an employee at will who is subject to termination without cause, confers upon the Participant any right to remain employed by or in service to the Corporation or any of its Subsidiaries, interferes in any way with the right of the Corporation or any of its Subsidiaries at any time to terminate such employment or services, or affects the right of the Corporation or any of its Subsidiaries to increase or decrease the Participant’s other compensation or benefits. Nothing in this paragraph, however, is intended to adversely affect any independent contractual right of the Participant without his or her consent thereto.

  • Performance of the Company The Company shall have performed, satisfied and complied in all material respects with all covenants, agreements and conditions required by this Agreement and the Registration Rights Agreement to be performed, satisfied or complied with by the Company at or prior to the Commencement. The Company shall deliver to the Investor on the Commencement Date the compliance certificate substantially in the form attached hereto as Exhibit C (the “Compliance Certificate”).

  • Formation of the Company The Company was formed as a limited liability company under the Act on April 24, 2008. The Member hereby agrees that the person executing and filing the Certificate of Formation of the Company was and is an “authorized person” within the meaning of the Act, and that the Certificate of Formation filed by such authorized person is the Certificate of Formation of the Company.

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