Common use of Liquidation Event Clause in Contracts

Liquidation Event. (a) The Company shall dissolve and shall commence winding up and liquidation upon the first to occur of any of the following (each, a “Liquidation Event”): (i) the date upon which a Liquidation Event Notice becomes effective in accordance with Section 14.2 so as to cause a Notice Event to become a Liquidation Event; (ii) the Bankruptcy of the Company, the Managing Member, any Material Affiliate of the Managing Member or the Parent Company; (iii) the Members unanimously consent to dissolve, wind up, and liquidate the Company; (iv) the initial Managing Member or any other Managing Member approved by the Class A Limited Members (to the extent required pursuant to Section 5.7) ceases to be the Managing Member; or (v) the entry of a decree of judicial dissolution with respect to the Company under Section 18-802 of the Act. The Members hereby agree that, notwithstanding any provision of the Act, the Company shall not dissolve prior to the occurrence of a Liquidation Event.

Appears in 3 contracts

Sources: Limited Liability Company Agreement (At&t Inc.), Limited Liability Company Agreement (At&t Inc.), Limited Liability Company Agreement (At&t Inc.)

Liquidation Event. (a) The Company shall dissolve and shall commence winding up and liquidation upon the first to occur of any of the following (each, a “Liquidation Event”): (i) the date upon which a Liquidation Event Notice becomes effective in accordance with Section 14.2 so as to cause a Notice Event to become a Liquidation Event; (ii) the Bankruptcy of the Company, the Managing Member, any Material Affiliate of the Managing Member or the Parent Company; (iii) the unanimous consent of the Members unanimously consent to dissolve, wind up, and liquidate the Company; (iv) the initial Managing Member or any other Managing Member approved by the Class A Limited Members (to the extent required pursuant to Section 5.7) ceases to be the Managing Member; or (v) the entry of a decree of judicial dissolution with respect to the Company under Section 18-802 of the Act. The Members hereby agree that, notwithstanding any provision of the Act, the Company shall not dissolve prior to the occurrence of a Liquidation Event.

Appears in 2 contracts

Sources: Limited Liability Company Agreement (At&t Inc.), Limited Liability Company Agreement (At&t Inc.)