Dissolution. The Company shall commence its winding up upon the first to occur of the following (the “Dissolution Event”): (a) upon the determination of the Voting Members with the approval of the Board, at any time; (b) the insolvency or bankruptcy of the Company; (c) the sale of all or substantially all of the Company’s assets, which for the avoidance of doubt includes a sale of 100% of the equity interests of any subsidiary of the Company which owns the Painting or the Sale of the Painting by the Company or such subsidiary; or (d) the entry of a decree of judicial dissolution under Section 18-802 of the Delaware Act. The Dissolution Event shall be effective on the day on which such event occurs and immediately thereafter the Company shall commence the Winding Up Period during which its affairs shall be wound up in accordance with Section 6.2 and Section 6.3.
Appears in 190 contracts
Samples: Limited Liability Company Operating Agreement (Masterworks 001, LLC), Limited Liability Company Operating Agreement (Masterworks 145, LLC), Limited Liability Company Operating Agreement (Masterworks 139, LLC)
Dissolution. The Company shall commence its winding up upon the first to occur of the following (the “Dissolution Event”):
(a) upon the determination of the Voting Members with the approval of the Board, at any time;
(b) the insolvency or bankruptcy of the Company;
(c) the sale of all or substantially all of the Company’s assets, which for the avoidance of doubt includes a sale of 100% of the equity interests of any subsidiary of the Company which owns the Painting Artwork or the Sale of the Painting Artwork by the Company or such subsidiary; or
(d) the entry of a decree of judicial dissolution under Section 18-802 of the Delaware Act. The Dissolution Event shall be effective on the day on which such event occurs and immediately thereafter the Company shall commence the Winding Up Period during which its affairs shall be wound up in accordance with Section 6.2 6.2, Section 6.3 and Section 6.36.4.
Appears in 114 contracts
Samples: Limited Liability Company Operating Agreement (Masterworks 007, LLC), Limited Liability Company Operating Agreement (Masterworks 097, LLC), Limited Liability Company Operating Agreement (Masterworks 104, LLC)
Dissolution. The Company shall commence its winding up upon the first to occur of the following (the “Dissolution Event”):
(a) upon the determination of the Voting Members with the approval of the Board, at any time;
(b) the insolvency or bankruptcy of the Company;
(c) the sale of all or substantially all of the Company’s assets, which for the avoidance of doubt includes a sale of 100% of the equity interests of any subsidiary of the Company which owns the Painting Artwork or the Sale of the Painting Artwork by the Company or such subsidiary; or
(d) the entry of a decree of judicial dissolution under Section 18-802 of the Delaware Act. The Dissolution Event shall be effective on the day on which such event occurs and immediately thereafter the Company shall commence the Winding Up Period during which its affairs shall be wound up in accordance with Section 6.2 and Section 6.3.
Appears in 51 contracts
Samples: Limited Liability Company Operating Agreement (Masterworks 196, LLC), Limited Liability Company Operating Agreement (Masterworks 200, LLC), Limited Liability Company Operating Agreement (Masterworks 178, LLC)
Dissolution. The Company shall commence its winding up upon the first to occur of the following (the “Dissolution Event”):
(a) upon the determination of the Voting Members with the approval of the Board, at any time;
(b) the insolvency or bankruptcy of the Company;
(c) the sale of all or substantially all of the Company’s assets, which for the avoidance of doubt includes a sale of 100% of the equity interests of any subsidiary of the Company which owns the Painting or the Sale of the Painting by the Company or such subsidiary; or
(d) the entry of a decree of judicial dissolution under Section 18-802 of the Delaware Act. The Dissolution Event shall be effective on the day on which such event occurs and immediately thereafter the Company shall commence the Winding Up Period during which its affairs shall be wound up in accordance with Section 6.2 6.2, Section 6.3 and Section 6.36.4.
Appears in 7 contracts
Samples: Limited Liability Company Operating Agreement (Masterworks 014, LLC), Limited Liability Company Operating Agreement (Masterworks 025, LLC), Limited Liability Company Operating Agreement (Masterworks 002, LLC)
Dissolution. The Company shall commence its winding up upon the first to occur of the following (the “Dissolution Event”):
(a) upon the determination of the Voting Members with the approval of the BoardManager, at any time;
(b) the insolvency or bankruptcy of the Company;
(c) the sale of all or substantially all of the Company’s assets, which for the avoidance of doubt includes a sale of 100% of the equity interests of any subsidiary of the Company which owns the Painting or the Sale of the Painting by the Company or such subsidiary; or
(d) the entry of a decree of judicial dissolution under Section 18-802 of the Delaware Act. The Dissolution Event shall be effective on the day on which such event occurs and immediately thereafter the Company shall commence the Winding Up Period during which its affairs shall be wound up in accordance with Section 6.2 and Section 6.3.
Appears in 2 contracts
Samples: Limited Liability Company Operating Agreement (Masterworks 001, LLC), Limited Liability Company Operating Agreement (Masterworks 001, LLC)
Dissolution. The Company shall commence its winding up upon the first to occur of the following (the “Dissolution Event”):
(a) upon the determination of the Voting Members with the approval of the BoardBoard , at any time;
(b) the insolvency or bankruptcy of the Company;
(c) the sale of all or substantially all of the Company’s assets, which for the avoidance of doubt includes a sale of 100% of the equity interests of any subsidiary of the Company which owns the Painting or the Sale of the Painting by the Company or such subsidiary; or
(d) the entry of a decree of judicial dissolution under Section 18-802 of the Delaware Act. The Dissolution Event shall be effective on the day on which such event occurs and immediately thereafter the Company shall commence the Winding Up Period during which its affairs shall be wound up in accordance with Section 6.2 and Section 6.3.
Appears in 2 contracts
Samples: Limited Liability Company Operating Agreement (Masterworks 002, LLC), Limited Liability Company Operating Agreement (Masterworks 001, LLC)
Dissolution. The Company shall commence its winding up upon the first to occur of the following (the “Dissolution Event”):
(a) upon the determination of the Voting Class A Members with the approval of the BoardManager, at any time;
(b) the insolvency or bankruptcy of the Company;
(c) the sale of all or substantially all of the Company’s assets, which for the avoidance of doubt includes a sale of 100% of the equity interests of any subsidiary of the Company which owns the Painting or the Sale of the Painting by the Company or such subsidiary; or
(d) the entry of a decree of judicial dissolution under Section 18-802 of the Delaware Act. The Dissolution Event shall be effective on the day on which such event occurs and immediately thereafter the Company shall commence the Winding Up Period during which its affairs shall be wound up in accordance with Section 6.2 and Section 6.3.
Appears in 2 contracts
Samples: Limited Liability Company Operating Agreement (Masterworks 001, LLC), Limited Liability Company Operating Agreement (Masterworks 001, LLC)