Common use of Covenant Not to Withdraw or Dissolve Clause in Contracts

Covenant Not to Withdraw or Dissolve. Each Member hereby covenants and agrees that the Members have entered into this Agreement based on their mutual expectation that, except as otherwise expressly required or permitted hereby or otherwise with the Supermajority Approval of the Members, no Member shall withdraw or retire from the Company, be entitled to demand or receive a return of such Member’s Capital Contributions or profits (or a bond or other security for the return of such Capital Contributions or profits), or exercise any power to dissolve the Company except as provided in this Agreement.

Appears in 5 contracts

Samples: Assignment and Assumption Agreement, Limited Liability Company Agreement (American Medical Alert Corp), Limited Liability Company Agreement (HUGHES Telematics, Inc.)

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Covenant Not to Withdraw or Dissolve. Each Notwithstanding any provision of law, each Member hereby covenants and agrees that the Members have entered into this Agreement based on their mutual expectation that all Members will continue as Members and carry out the duties and obligations undertaken by them hereunder and that, except as otherwise expressly required or permitted hereby or otherwise with the Supermajority Approval of the Membersstated in this Agreement, no Member shall withdraw or retire from the Company, be entitled to demand or receive a return of such Member’s Capital Contributions or profits (or a bond or other security for the return of such Capital Contributions or profits), 's capital contributions or exercise any power to dissolve the Company except as provided in this Agreementwithout the unanimous consent of the Members.

Appears in 1 contract

Samples: Operating Agreement (Red Oak Hereford Farms Inc)

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