Intention to Dissolve Sample Clauses

Intention to Dissolve. The Partners now intend to dissolve the Partnership and liquidate its affairs pursuant to a plan by which the Partners sell all of the assets of the Partnership and distribute to the Partners any proceeds remaining after the payment of all liabilities of the Partnership.
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Intention to Dissolve. The Partners now intend to dissolve the Partnership pursuant to a plan outlined below and agreed to by all Partners named in this agreement: 1) The initial buy-in of $10,000 shall be returned to Xxxxx and Borca Xxxxxx via certified funds within 15 days (or less) from signing of this agreement. In addition, Lionel and Xxxxxxx Xxxxx will return a black foldable table and pictures of Xxxxx Xxxxxx and homes from MO. These pictures are not to be used in any fashion by Lion Services, Inc. and will remain the property of Xxxxx and Borca Xxxxxx. This agreement will immediately upon signing (or the following business day) be recoded with the State of NJ Licensing Office. 2) Xxxxx and Borca Xxxxxx will return to Lion Services, Inc. any printed materials and LSI logo imprinted clothing, checks printed for TD Bank accounts and PayPal credit card reader. 3) As in the initial operating agreement dated 11/21/2012, Lionel and Xxxxxxx Xxxxx retain 100% rights to Lion Services, Inc., including all debts incurred, all leases signed, all utilities, phones/bills, licensing and insurance debts and liabilities, tax debts and liabilities are to remain the responsibility of Lion Services, Inc. hereto represented by Xxxxxx Xxxxx and Xxxxxxx Xxxxx. Xxxxx and Borca Xxxxxx are hereby released of any such liability. 4) Xxxxx and Borca Xxxxxx are not to acquire any debts under the name Lion Services, Inc., or represent Lion Services Inc., not to contact any customers or would be customers, contractors or would be contractors, vendors or would be vendors or any other possible associates. Furthermore it is disclosed to Xxxxx and Borca Xxxxxx, Defamation is a crime in Colorado (Colorado Revised Statutes, § 18-13-105) 6th degree felony, the home state of Lion Services, Inc. Defamation is described as follows: defamation noun abuse, aspersion, calumniation, calumny, denigration, derogation, detraction, di sparagement, disrepute, false accusation, false publication, falsereport, imputation, infamy, insinuation, invective, libel, obloquy, scandal, slander , slur, smear, smirch, traducement,untruth Associated concepts: defamation against title, defamation of business or profession, defamation of character, defamation per quod, defamation per se, defamatory publication, defamatory upon its face, defamatory words, injury to character or reputation, injury to profession or business.
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Related to Intention to Dissolve

  • Early Dissolution 33 Section 9.03. Termination..................................................................................33 Section 9.04. Liquidation..................................................................................33 Section 9.05. Mergers, Consolidations, Amalgamations or Replacements of the Trust..........................35 ARTICLE X

  • Effect of Bankruptcy, Withdrawal, Death or Dissolution of a General Partner (a) Upon the occurrence of an Event of Bankruptcy as to a General Partner (and its removal pursuant to Section 7.4(a) hereof) or the death, withdrawal, removal or dissolution of a General Partner (except that, if a General Partner is on the date of such occurrence a partnership, the withdrawal, death, dissolution, Event of Bankruptcy as to, or removal of a partner in, such partnership shall be deemed not to be a dissolution of such General Partner if the business of such General Partner is continued by the remaining partner or partners), the Partnership shall be dissolved and terminated unless the Partnership is continued pursuant to Section 7.3(b) hereof. The merger of the General Partner with or into any entity that is admitted as a substitute or successor General Partner pursuant to Section 7.2 hereof shall not be deemed to be the withdrawal, dissolution or removal of the General Partner. (b) Following the occurrence of an Event of Bankruptcy as to a General Partner (and its removal pursuant to Section 7.4(a) hereof) or the death, withdrawal, removal or dissolution of a General Partner (except that, if a General Partner is on the date of such occurrence a partnership, the withdrawal, death, dissolution, Event of Bankruptcy as to, or removal of a partner in, such partnership shall be deemed not to be a dissolution of such General Partner if the business of such General Partner is continued by the remaining partner or partners), the Limited Partners, within 90 days after such occurrence, may elect to continue the business of the Partnership for the balance of the term specified in Section 2.4 hereof by selecting, subject to Section 7.2 hereof and any other provisions of this Agreement, a substitute General Partner by consent of a majority in interest of the Limited Partners. If the Limited Partners elect to continue the business of the Partnership and admit a substitute General Partner, the relationship with the Partners and of any Person who has acquired an interest of a Partner in the Partnership shall be governed by this Agreement.

  • 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 Following a Change of Control If the Employee's employment terminates at any time within eighteen (18) months following a Change of Control, then, subject to Section 5, the Employee shall be entitled to receive the following severance benefits:

  • Effective Date of Dissolution Any dissolution of the Company shall be effective as of the date on which the event occurs giving rise to such dissolution, but the Company shall not terminate unless and until all its affairs have been wound up and its assets distributed in accordance with the provisions of the Act and the Certificate is cancelled.

  • 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, or demand in legal proceedings the nullification of, this Agreement on the ground of error (dwaling).

  • No Dissolution Except as required by the Act, the Partnership shall not be dissolved by the admission of additional Partners or withdrawal of Partners in accordance with the terms of this Agreement. The Partnership may be dissolved, liquidated wound up and terminated only pursuant to the provisions of this Article IX, and the Partners hereby irrevocably waive any and all other rights they may have to cause a dissolution of the Partnership or a sale or partition of any or all of the Partnership assets.

  • No Action for Dissolution The Members acknowledge that irreparable damage would be done to the goodwill and reputation of the Company if any Member should bring an action in court to dissolve the Company under circumstances where dissolution is not required by Section 10.1. Accordingly, except where the Board has failed to cause the liquidation of the Company as required by Section 10.1 and except as specifically provided in Section 18-802, each Member hereby to the fullest extent permitted by law waives and renounces his right to initiate legal action to seek dissolution of the Company or to seek the appointment of a receiver or trustee to wind up the affairs of the Company, except in the cases of fraud, violation of law, bad faith, gross negligence, willful misconduct or willful violation of this Agreement.

  • Events Causing Dissolution Subject to Section 9.2, the Company shall be dissolved upon the first of the following events to occur: (a) The written consent of the Member at any time to dissolve and wind up the affairs of the Company; or (b) The occurrence of any other event that terminates the continued membership of the Member in the Company unless the business of the Company is continued in a manner permitted by the Act.

  • Events of Dissolution The Company shall be dissolved and terminated upon the happening of the first to occur of any of the following events: (i) The adoption by a majority of the Managers then in office of a resolution declaring the advisability of the dissolution and termination of the Company, followed by the approval of such resolution by the Majority Interest; (ii) The authorization of the dissolution and termination of the Company by written consent of all of the Members; and (iii) Judicial dissolution pursuant to the Act.

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