Deemed Withdrawal. A Student who transfers from the Course to another course with the PEI shall, for the purposes of this Clause 2, be deemed to have withdrawn from the Course and the provisions of Clause 2.4 shall apply save as otherwise agreed between the PEI and the Student.
Deemed Withdrawal. A Member is deemed to have Withdrawn from the Company if such Member is Bankrupt or dissolves and commences liquidation or winding-up or if it is unlawful for a Member to continue to be a Member. If there occurs an event that makes it unlawful for a Member to continue to be a Member, then the Members shall negotiate in good faith to determine a workaround to allow such Member to continue to receive the benefits of being a Member.
Deemed Withdrawal. A Partner is deemed to have Withdrawn from the Partnership upon the occurrence of any of the following events:
(a) there occurs an event that makes it unlawful for the Partner to continue to be a Partner;
(b) the Partner becomes Bankrupt;
(c) the Partner commences liquidation or winding up;
(d) notice from the Management Committee if the Partner commits a Default and the Default has not been cured; or
(e) as otherwise provided in Sections 15-601(1) or (5) of DRUPA.
Deemed Withdrawal. A Member is deemed to have Withdrawn from the Company and all Series (except as provided in Section 10.02(e) below) upon the occurrence of any of the following events:
(a) there occurs an event that makes it unlawful for the Member to continue to be a Member;
(b) the Member becomes Bankrupt;
(c) the Member dissolves and commences liquidation or winding-up;
(d) the Member commits a Default; provided, that such Member shall not be considered a Withdrawn Member if such Member cures such Default within 60 Business Days of the applicable Default; or
(e) the Member is deemed to have withdrawn pursuant to a “Deemed Withdrawal Event” specified on a Series Schedule; provided, however, that, in such event, the Member is deemed to have Withdrawn solely with respect to such Series.
Deemed Withdrawal. A Partner shall be deemed to have Withdrawn from the Partnership immediately, without any further action on the part of such Partner or the Partnership, only on the occurrence of any event (i) that makes it unlawful for the Partner to continue to be a Partner in the Partnership, (ii) that makes it unlawful for the Partnership to carry on the business of the Partnership with that Partner or (iii) specified in Section 15-601(6) of the Delaware Act. A Partner shall not be deemed to have Withdrawn from the Partnership for any events not specified in Section 9.3 or this Section 9.4.
Deemed Withdrawal. A Member is deemed to have Withdrawn from the Company upon the occurrence of any of the following events:
a) there occurs an event that makes it unlawful for the Member to continue to be a Member;
b) the Member commences liquidation or winding up; or
c) notice from the Management Committee if the Member commits a Default and the Default has not been cured.
Deemed Withdrawal. A Limited Partner shall be deemed to have withdrawn from the Partnership with the consent of the General Partner upon such Limited Partner’s death or Permanent Incapacity. Except as otherwise determined by the General Partner in its sole discretion, a Limited Partner shall be deemed to have withdrawn without the consent of the General Partner upon such Limited Partner’s Bankruptcy, Dissolution or Termination.
Deemed Withdrawal. A Member is deemed to have Withdrawn from the Company upon the occurrence of any of the following events:
(a) the Member is deemed, pursuant to Section 7.01(d) to have Withdrawn from the Company;
(b) there occurs an event that makes it unlawful for the Member to continue to be a Member;
(c) the Member becomes Bankrupt;
(d) the Member dissolves and commences liquidation or winding-up; or
(e) the Member commits a Default; provided, that such Member shall not be considered a Withdrawn Member if such Member cures such Default within 60 Business Days of the applicable Default.
Deemed Withdrawal. A Member will be deemed to have withdrawn from COPA and this Membership Agreement in the following circumstances:
(a) if there is a Change of Control with respect to a Member that has executed a Signature Page during such Member’s Membership Term, such Member (and, for clarity, all of its Controlled Entities) will be deemed to have withdrawn from this Membership Agreement sixty (60) calendar days after the Change of Control comes into effect, except where the Entity that controls or acquires such Member is or decides to become a Member during such sixty (60) calendar days; or
(b) if an Entity ceases to be a Controlled Entity of a Member that has executed a Signature Page, then such Entity will be deemed to have withdrawn from this Membership Agreement with effect on the date it ceases to be a Controlled Entity of such Member; provided, however, that if such Entity decides to execute a Signature Page and become a Member in its own capacity within sixty (60) calendar days of when it ceased to be a Controlled Entity of such Member it will be deemed to have been a Member starting on the day it ceased to be a Controlled Entity.
Deemed Withdrawal. If any Party (a) suffers a change in control (i.e. with respect to Parties which are not publicly traded or whose ultimate parent company is not publicly traded, the direct or indirect authority to or right, by ownership of voting equity, contract or otherwise to elect a majority of the board of directors or other governing body of the subject person), that would in the other Parties opinion adversely affect this Agreement (b) files a voluntary petition in bankruptcy or seeks liquidation, reorganization, stay, moratorium or other form of debtor's relief under applicable laws, (c) consents to a bankruptcy or insolvency proceeding involuntarily brought against it or admits in writing its inability to pay its debt as they become due, (d) has an involuntary bankruptcy or insolvency proceeding brought against it and such proceeding is not timely contested or is not dismissed within sixty (60) days, (e) makes a general assignment for the benefit of creditors, or a receiver, trustee, liquidator or officer with similar powers is appointed with respect to its properties, or (f) materially breaches any of its material obligations under this Agreement, including, but not limited to, repeatedly failing to participate in meetings or decisions without valid cause, paying any costs it has agreed to pay on a timely basis after written notice, or otherwise faithfully discharging its material obligations to the other Parties hereunder or pursuant hereto (including repeated breaches by any Party of any sub-contract in respect of a Project), then all the other Parties shall have the right to give written notice to such Party that it will be deemed to have withdrawn from this Agreement unless such failure is cured within thirty (30) days. If the Party receiving such notice does not timely cure the default, then the other Parties (acting unanimously) may declare such Party as having withdrawn from this Agreement. A Party that is deemed to have withdrawn from this Agreement shall not participate in the development and acquisition of any Project for which a Contract with a Project customer has been executed pursuant hereto or which had been referred to TEN or the Committee for consideration prior to such deemed withdrawal for a twelve (12) month period following such withdrawal, including acting as a consultant.
