Death or Dissolution Clause Samples
The 'Death or Dissolution' clause outlines the procedures and consequences that arise if a party to the agreement dies or, in the case of an entity, is dissolved. Typically, this clause specifies whether the agreement will terminate automatically, continue with the deceased party’s estate or legal representatives, or require certain actions such as notice or settlement of outstanding obligations. Its core function is to provide clarity and certainty about the status of the agreement in the event of a party’s death or dissolution, thereby preventing disputes and ensuring a smooth transition or conclusion of contractual relationships.
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Death or Dissolution. The dissolution, death, termination of existence, insolvency or business failure or suspension or cessation of business as usual of any Loan Party or any Other Obligor (or of any general partner of any Loan Party or any Other Obligor if it is a partnership);
Death or Dissolution. If Broker is not a corporation or partnership, this Agreement will terminate on the date of Broker's death. If Broker is a corporation or partnership, this Agreement will terminate on the date that the corporation or partnership is dissolved or otherwise judged by appropriate regulatory agencies to no longer be a legal entity.
Death or Dissolution. The death or dissolution of any Member shall not cause the dissolution of the Company. In such event the Company and its business shall be continued by the remaining Member or Members and the Units owned by the deceased Member shall automatically be Transferred to such Member’s heirs in accordance with Applicable Law; provided, that within a reasonable time after such Transfer, the applicable heirs shall sign a written undertaking substantially in the form of the Joinder Agreement.
Death or Dissolution. Death or dissolution of Debtor or of any guarantor or surety for Debtor" obligations hereunder.
Death or Dissolution. Upon the death or dissolution of a Member, the Company shall have the right and option, by written notice no later than three (3) months after the date of the death or dissolution, to purchase that deceased or dissolved Member's interest in the Company now owned or hereafter acquired. The purchase price for that interest shall be the average of the value established by two independent appraisers, with the representatives of the Selling Member and the Company each selecting and paying for one of the appraisers. The purchase price shall be paid in equal installments over a thirty six (36) month period.
Death or Dissolution. Guarantor dies, dissolves or liquidates, or the business of Guarantor is suspended or terminated for any reason.
Death or Dissolution. If the Buy-out Event is the death or dissolution of the Affected Member, then the Affected Member shall automatically cease to be a Member upon the occurrence of such Buy-out Event, and such Buy-out Event shall constitute a Dissolution Event under Section 10.01(a)(iii). If the other Members purchase the Affected Member's Membership Rights pursuant to the Article 8, the Assignees of such Affected Member shall have no further rights with respect to such Membership Rights (except the right to receive the Purchase Price in accordance with Sections 8.04 and 8.05), regardless of whether a Continuation Election is made. If, however, the other Members do not purchase the Affected Member's Membership Rights pursuant to this Article 8, then the following procedures will apply. If a Continuation Election is not made, the Assignees of the Affected Member shall receive the applicable liquidating distribution described in Section 10.02(b), If a Continuation Election is made, the Assignees of the Affected Member may request admission to the Company as Members in the circumstances described in Section 2,02. If such Assignees do not request admission, or if they request admission and it is not granted pursuant to Section 2.02, then such Assignees shall remain Assignees and shall only own the Affected Member's Interest.
Death or Dissolution. This Agreement will be deemed to terminate as of the last day of the month in which the Consultant is dissolved or in which the death of ▇▇▇▇▇▇▇▇ occurs. Following termination pursuant to this subsection 3(f), the Company shall not be obligated to make any further payments under this Agreement, except all accrued amounts due and owing to the Consultant pursuant to Section 2 above up to and including the effective date of termination and such other death benefits that ▇▇▇▇▇▇▇▇'▇ survivors may be entitled to under such plans, programs and policies maintained by the Company in respect of its senior officers and executives, if any, which amounts shall be paid by the Company to the estate or such beneficiaries as ▇▇▇▇▇▇▇▇ may from time to time designate within sixty (60) days of death (or such shorter period as may be required by applicable law).
Death or Dissolution. The Company shall purchase the Membership Interest of the deceased or dissolved Member as provided in Section 8.6.
Death or Dissolution. The death (in the case of a Member who is a natural person) or dissolution (in the case of a Member other than a natural person) of a Member shall not cause the dissolution of the Company. In such event the Company and its business shall be continued by the remaining Member or Members and the Units owned by the deceased or dissolved Member shall automatically be Transferred in accordance with such Member’s will, constitutive documents or other applicable instrument or operation of Applicable Law that duly effects the Transfer to or vesting in another Person of such Units upon or after the death or dissolution of such Member, provided, that within a reasonable time after such Transfer, the applicable Transferees of such Units shall sign a written undertaking substantially in the form of the Joinder Agreement.