Dissolution/Bankruptcy. The Plan may be terminated and liquidated within 12 months of a corporate dissolution taxed under Code §331, or with the approval of a bankruptcy court pursuant to 11 U.S.C. §503(b)(1)(A), provided that the amounts deferred under the Plan are included in the Participants’ gross incomes in the latest of:
(i) The calendar year in which the plan termination and liquidation occurs
(ii) The calendar year in which the amount is no longer subject to a substantial risk of forfeiture; or
(iii) The first calendar year in which the payment is administratively practicable.
Dissolution/Bankruptcy a) If WP shall take any steps to dissolve itself as a corporation, or if a Bankruptcy Event (as defined below) shall occur with respect to WP, the City may, at its option: (i) take an assignment of WP’s rights and obligations under the Network Agreement; or (ii) assign WP’s rights and obligations under the Network Agreement to a third party; provided that any such third party assignee shall be
(A) a City-controlled authority or quasi-governmental entity or (B) a recognized organization qualified or capable of being qualified under Section 501(c)(3) of the Code.
Dissolution/Bankruptcy. The Employer may terminate the Plan within 12 months following a dissolution of a corporate Employer taxable under Code §331 or with approval of a Bankruptcy court under 11 U.S.C. §503(b)(1)(A), provided that the Deferred Compensation is paid to the Participants and is included in the Participants’ gross income in the latest calendar year: (i) in which the plan termination occurs; (ii) in which the amounts no longer are subject to a Substantial Risk of Forfeiture; or (iii) in which the payment is administratively practicable.
Dissolution/Bankruptcy. Dissolution, termination of existence, insolvency (failure to pay its debts as they mature or the failure to maintain the fair market value of its assets in an amount greater than its liabilities on a consolidated basis for purposes herein, whichever shall first occur), a business failure, appointment of a receiver, assignment for the benefit of creditors or the commencement of any proceedings under any bankruptcy or insolvency law by or against Borrower or any guarantor or the making by either Borrower or any guarantor of any offer or settlement, exchange or composition to their respective unsecured creditors generally ;
Dissolution/Bankruptcy. This Agreement shall terminate automatically without notice to the Academy if a petition in Bankruptcy Court is filed by or against the Academy, shall have been voluntarily or involuntarily adjudicated bankrupt by any court of competent jurisdiction, or if a petition is filed for reorganization of the Academy, or if a receiver has been appointed for all or a substantial part of the Academy’s business.
Dissolution/Bankruptcy. The dissolution of the Company or the taking of any action which could result in the Bankruptcy of the Company or any Subsidiary.
Dissolution/Bankruptcy. If either Member (i) is dissolved and wound up, or (ii) becomes Bankrupt, the affected Member shall notify the other Member in writing, or if the affected Member fails to provide such notice within five Business Days, the Company shall have the right to provide such notice to the other Member (and such notice shall be deemed an Offer Notice for purposes of Section 3.7(e)(i)) and the entire Membership Interest owned by the affected Member shall be deemed to be the subject of a proposed Transfer and, therefore, a Subject ROFR Interest offered to the other Member at a price equal to the Fair Market Value of such Membership Interest, and the affected Member shall be obligated to sell its Membership Interest in accordance with Section 3.7(e) and this Section 3.7(g). In the case of the application of this Section 3.7(g) to the Rangeland Member, Section 3.7(e) shall apply to the Rangeland Member in the same manner and to the same extent such Section would otherwise apply to the Delek Member.
Dissolution/Bankruptcy. (a) Notwithstanding anything contained in this Agreement to the contrary, the Company may take the following actions only with approval of the Members and unanimous approvals of all members of the Board of Managers provided, however, that the Board of Managers may not vote on, or authorize the taking of, any of the following actions, unless there is each of an Independent Manager and an Independent Officer then serving in such capacity:
(i) make an assignment for the benefit of creditors;
(ii) file a voluntary petition in bankruptcy;
(iii) file a petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any statute, law or regulation of any jurisdiction;
(iv) fail to file an answer with respect to a petition filed against the Company in any proceeding of the type described in subclauses (i) through (iii) of this Subsection (a);
(v) file an answer or other pleading admitting or failing to contest the material allegations of a petition filed against the Company in any proceeding of the type described in subclauses (i) through (iii) of this Subsection (a);
(vi) seek, consent to, or acquiesce in the appointment of a trustee, receiver or liquidator of the Company or of all or any substantial part of the Company’s properties; or
(vii) voluntarily dissolve and wind up, or consolidate or merge with or into another entity or sell all or substantially all of the assets of the Company other than to Buyer (or its designee).
(b) The Company shall be dissolved and its affairs wound up only upon (i) the written consent of all the Members and all members of the Board of Managers, including the Independent Manager or (ii) the entry of a decree of judicial dissolution under Section 18-802 of the Delaware Act. Notwithstanding anything in this Agreement to the contrary, and to the fullest extent permitted by applicable law, the Company shall not be dissolved if Buyer, its Affiliates, or its or their designee holds any Units of the Company.
(c) In the event of the insolvency of the Company and with regard to any action contemplated by subsection (a) above, the Independent Manager will not owe a fiduciary duty to any Person who holds a Unit or Units, as the case may be (except as may be required by applicable law), but any fiduciary duty of such Independent Manager with regard to such action shall be owed instead to the licensees of the Company. The Independent Manager shall not serve as a receiver, l...
Dissolution/Bankruptcy. Dissolution, termination of existence, insolvency (failure to pay its debts as they mature or the failure to maintain the fair saleable value of its assets in an amount greater than its liabilities, whichever shall first occur), a business failure, appointment of a receiver, assignment for the benefit of creditors or the commencement of any proceedings under any bankruptcy or insolvency law by or against Borrower or any guarantor or the making by either Borrower or any guarantor of any offer or settlement, exchange or composition to their respective unsecured creditors generally. For purposes of this Agreement, any guarantor shall mean any party required by this Agreement to guaranty Obligations and any party whose guaranty of Obligations is tendered to Lender to induce Lender to make this loan;
Dissolution/Bankruptcy the Customer and the Security Party (if a natural person) has not committed any act of bankruptcy, no step has been taken by the Customer or any Security Party (if body corporate) or their respective shareholders nor have any legal proceedings been started or threatened for the dissolution of the Customer or any Security Party or for the appointment of a receiver, trustee nominee, supervisor, judicial manager or similar officer of the Customer or any Security Party, their assets or any of them, and no demand under Section 466(1)(a) of the Companies Act, 2016 and no enquiry under Section 511(1) of the Companies Act, 2016 has been received by the Customer or any Security Party;
