Dissolution and Winding Down Affairs of the COG; Distribution or Sale of Assets upon Dissolution Sample Clauses

Dissolution and Winding Down Affairs of the COG; Distribution or Sale of Assets upon Dissolution. The COG may be dissolved upon a unanimous vote of the Board. Upon such dissolution, all assets of the COG shall be marshalled and liquidated by the Fiscal Agent of the COG , and all liabilities of the COG shall be paid in the same order of priority as set forth in Section 6.3 of the COG. In the event that, after marshalling liquidating all of the assets of the COG, there remains insufficient funds to pay all liabilities of the COG, then (i) any unpaid liabilities of the COG owed to the City and County shall be discharged as and to the COG, and (ii) any unpaid liabilities of the COG owed to parties other than the City and the County shall be paid in full by the City and the County with each contributing one-half of the funds necessary to satisfy such outstanding liabilities. Additionally, upon the vote of the COG Board to dissolve the COG, the following shall occur:
Sample 1
AutoNDA by SimpleDocs

Related to Dissolution and Winding Down Affairs of the COG; Distribution or Sale of Assets upon Dissolution

  • Dissolution and Winding Up The Company shall dissolve and its business and affairs shall be wound up pursuant to a written instrument executed by the Member. In such event, after satisfying creditors, all remaining assets shall be distributed to the Member.

  • Dissolution and Winding Up of the Company Dissolution. The Company will be dissolved on the happening of any of the following events: Sale, transfer, or other disposition of all or substantially all of the property of the Company; The agreement of all of the Members; By operation of law; or The death, incompetence, expulsion, or bankruptcy of a Member, or the occurrence of any event that terminates the continued membership of a Member in the Company, unless there are then remaining at least the minimum number of Members required by law and all of the remaining Members, within 120 days after the date of the event, elect to continue the business of the Company.

  • Dissolution Event If there is a Dissolution Event before the termination of this Safe, the Investor will automatically be entitled (subject to the liquidation priority set forth in Section 1(d) below) to receive a portion of Proceeds equal to the Cash-Out Amount, due and payable to the Investor immediately prior to the consummation of the Dissolution Event.

  • Dissolution and Liquidation (Check One)

  • Dissolution The Company shall be dissolved and its affairs shall be wound up on the first to occur of the following:

  • Dissolution of Entity The Contractor shall notify the County immediately of any intention to discontinue existence of the entity or to bring an action of dissolution.

  • NO DISSOLUTION, NO NULLIFICATION To the extent permitted by law, the parties hereby waive their rights pursuant to Articles 6:265 to 6:272 inclusive of the Dutch Civil Code to dissolve (ontbinden), or demand in legal proceedings the dissolution (ontbinding) of, this Agreement. Furthermore, to the extent permitted by law, the parties hereby waive their rights under Article 6:228 of the Dutch Civil Code to nullify (vernietigen), or demand in legal proceedings the nullification (vernietiging) of, this Agreement on the ground of error (dwaling).

  • DISTRIBUTIONS AFTER DISSOLUTION Upon dissolution, the Company must pay its debts before distributing cash, assets, or capital to the Members or the Members’ interests. The Members agree that any distributions occurring after the dissolution of the Company will follow the process outlined in this Agreement and Section 00-00-000 of the Act.

  • Winding Up Affairs Upon Termination In the event that this Contract is terminated for any reason, the parties agree that the provisions of this paragraph survive termination:

  • Dissolution and Termination (a) The Company shall not be dissolved by the admission of Substitute Members or Additional Members. The Company shall dissolve, and its affairs shall be wound up, upon:

Time is Money Join Law Insider Premium to draft better contracts faster.