Dissolution upon Notice Sample Clauses

Dissolution upon Notice. At any time between April 1, 2013 and March 31, 2014, any Shareholder (the “Notifying Party”) may elect, by giving notice to all other Shareholders (the “Notified Party”), to dissolve the Company, in which event the Company will be dissolved and, within the one (1) year period following the giving of such notice, the Shareholders shall mutually agree upon a plan for winding up the affairs of the Company in accordance with Section 11.7 (Winding Up), unless the Notified Party, directly or through any of its Affiliates, elects in writing within three (3) months of receiving such notice, to purchase from the Notifying Party all of its Shares for a cash payment, by wire transfer of immediately available Japanese Yen, in an amount equal to the [*] as of the date of such transaction multiplied by the Notifying Party’s Percentage as of such date.
Sample 1Sample 2See All (5)
AutoNDA by SimpleDocs
Dissolution upon Notice. At any time between April 1, 2017 and March 31, 2018, any Member (the “Notifying Party”) may elect, by giving notice to all other Members (the “Notified Party”), to dissolve the Company, in which event the Company will be dissolved and, within the one (1) year period following the giving of such notice, the Members shall mutually agree upon a plan for winding up the affairs of the Company in accordance with Section 11.7 (Winding Up), unless the Notified Party, directly or through any of its Affiliates, elects in writing within three (3) months of receiving such notice, to purchase from the Notifying Party all of its Interests for a cash payment, by wire transfer of immediately available Japanese Yen, in an amount equal to the **** as of the date of such transaction multiplied by the Notifying Party’s Percentage as of such date. **** Indicates that certain information contained herein has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. FOIA Confidential Treatment Requested
Sample 1
Dissolution upon Notice. By written notice given by SENA or SanDisk ("Notifying Party") to the other party ("Notified Party") of the Notifying Party's election to dissolve, if such notice is given during the one (1) year period following the eighth anniversary of the formation of the Company, in which case, unless the Notified Party directly, or through an Affiliate, elects in writing within three months of receiving such notice, to acquire all of the Notifying Party's interest in the Company for a payment of an amount equal to that portion of the Company's Net Book Value equal to the Notifying Party's Percentage in immediately available U.S. Dollars, the Company shall be dissolved and such Members will meet and establish a plan for winding up and dissolving the Company within the one (1) year period following the giving of such notice to withdraw.
Sample 1
Dissolution upon Notice. 27 TABLE OF CONTENTS (continued)
Sample 1
Dissolution upon Notice. At any time during the one (1) year period following the eighth anniversary of May 16, 2000 (which was the date of formation of FVC), any Unitholder (the "Notifying Party") may elect, by giving notice to all other Unitholders (the "Notified Party"), to dissolve the Company, in which event the Company will be dissolved and, within the one (1) year period following the giving of such notice, the Unitholders shall mutually agree upon a plan for winding up the affairs of the Company in accordance with Section 11.06 (Winding Up), unless the Notified Party, directly or through any of its Affiliates, elects in writing within three (3) months of receiving such notice, to purchase from the Notifying Party all of its Units for a cash payment, by wire transfer of immediately available Japanese Yen, in an amount equal to the Net Book Value of the Company as of the date of such transaction multiplied by the Notifying Party's Percentage as of such date.
Sample 1

Related to Dissolution upon Notice

  • Termination Upon Notice Following thirty (30) days’ written notice, the State Entity may terminate the Contract in whole or in part without the payment of any penalty or incurring any further obligation to the Contractor. Following termination upon notice, the Contractor shall be entitled to compensation, upon submission of invoices and proper proof of claim, for goods and services provided under the Contract to the State Entity up to and including the date of termination.

  • Liquidation Upon Dissolution Upon the dissolution of the LLC, sole and plenary authority to effectuate the liquidation of the assets of the LLC shall be vested in the Member, which shall have full power and authority to sell, assign and encumber any and all of the LLC’s assets and to wind up and liquidate the affairs of the LLC in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC distributable upon a dissolution and winding up of the LLC shall be applied in the following order of priority:

  • Distribution upon Dissolution Upon dissolution, the Partnership shall not be terminated and shall continue until the winding up of the affairs of the Partnership is completed. Upon the winding up of the Partnership, the General Partner, or any other Person designated by the General Partner (the “Liquidation Agent”), shall take full account of the assets and liabilities of the Partnership and shall, unless the General Partner determines otherwise, liquidate the assets of the Partnership as promptly as is consistent with obtaining the fair value thereof. The proceeds of any liquidation shall be applied and distributed in the following order:

  • Termination Upon Repurchase or Liquidation of All Mortgage Loans.............................................. SECTION 9.02

  • Dissolution Upon Expiration Date Unless earlier dissolved, the Trust shall automatically dissolve on July 30, 2040 (the “Expiration Date”), and the Trust Property shall be liquidated in accordance with Section 9.4.

  • Notice of Dissolution In the event a Liquidating Event occurs or an event occurs that would, but for the provisions of an election or objection by one or more Partners pursuant to Section 13.1, result in a dissolution of the Partnership, the General Partner shall, within thirty (30) days thereafter, provide written notice thereof to each of the Partners.

  • Termination Upon Bankruptcy Either Party may terminate this Agreement if, at any time, the other Party shall (a) file in any court or agency pursuant to any statute or regulation of any state, country or jurisdiction, a petition in bankruptcy or insolvency or for reorganization or for an arrangement or for the appointment of a receiver or trustee of that Party or of its assets, (b) propose a written agreement of composition or extension of its debts, (c) be served with an involuntary petition against it, filed in any insolvency proceeding, and such petition has not been dismissed within sixty (60) days after the filing thereof, (d) propose or be a party to any dissolution or liquidation, (e) make an assignment for the benefit of its creditors or (f) admit in writing its inability generally to meet its obligations as they fall due in the general course.

  • Dissolution Winding Up Termination 27 8.1 Dissolution.......................................................................27 8.2

  • 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.

  • Termination Upon a Change of Control If Executive’s employment by the Employer, or any Affiliate or successor of the Employer, shall be subject to a Termination within a Covered Period, then, in addition to Minimum Payments, the Employer shall provide Executive the following benefits:

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!