Common use of No Action for Dissolution Clause in Contracts

No Action for Dissolution. Except as expressly permitted in this Agreement, a Member shall not take any voluntary action that directly causes a Dissolution Event. The Members acknowledge that irreparable damage would be done to the LLC’s goodwill and reputation if any Member brings an action in court to dissolve it under circumstances where dissolution is not required by Section 11.1 above. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Membership Interests. Accordingly, except where the Manager has failed to liquidate the LLC as required by this Article 11, each Member waives and renounces the Member’s right to initiate legal action to seek the appointment of a receiver or trustee to liquidate the LLC or seek judicial dissolution of the LLC on the ground that (a) it is not reasonably practicable to carry on its business in conformity with the Articles or this Agreement, or (b) dissolution is reasonably necessary for the protection of the rights or interests of the complaining Member. Damages for breach of this Section 11.9 shall be monetary damages only (and not specific performance), and damages may be offset against distributions by the LLC to which such Member would otherwise be entitled.

Appears in 2 contracts

Samples: Operating Agreement (Molecular Imaging Corp), Operating Agreement (Molecular Imaging Corp)

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No Action for Dissolution. Except as expressly permitted in this Agreement, a Member shall not take any voluntary action that directly causes a Dissolution Event. The Members acknowledge that irreparable damage would be done to the LLC’s goodwill and reputation of the Company if any Member brings should bring an action in court to dissolve it the Company under circumstances where dissolution is not required by Section 11.1 above10.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Membership Economic Interests. Accordingly, except where the Manager has Managers have failed to liquidate the LLC Company as required by this Article 11X, each Member hereby waives and renounces the Member’s his right to initiate legal action to seek the appointment of a receiver or trustee to liquidate the LLC Company or to seek a decree of judicial dissolution of the LLC Company on the ground that (a) it is not reasonably practicable to carry on its the business of the Company in conformity with the Articles or this Agreement, or (b) dissolution is reasonably necessary for the protection of the rights or interests of the complaining Member. Damages for breach of this Section 11.9 10.9 shall be monetary damages only (and not specific performance), and the damages may be offset against distributions by the LLC Company to which such Member would otherwise be entitled.

Appears in 2 contracts

Samples: Operating Agreement (Atwood Minerals & Mining CORP.), Operating Agreement (Atwood Minerals & Mining CORP.)

No Action for Dissolution. Except as expressly permitted in this Agreement, a Member shall will not take any voluntary action that directly causes a Dissolution Event. The Members acknowledge that irreparable damage would be done to the LLC’s goodwill and reputation of the Company if any Member brings should bring an action in court to dissolve it the Company under circumstances where dissolution is not required by Section 11.1 above10.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Membership Economic Interests. Accordingly, except where the Manager has Members have failed to liquidate the LLC Company as required by this Article 1110, each Member by this Agreement waives and renounces the Member’s its right to initiate legal action to seek the appointment of a receiver or trustee to liquidate the LLC Company or to seek a decree of judicial dissolution of the LLC Company on the ground that (a) it is not reasonably practicable to carry on its the business of the Company in conformity with the Articles Certificate or this Agreement, or (b) dissolution is reasonably necessary for the protection of the rights or interests of the complaining Member. Damages for breach of this Section 11.9 shall 10.9 will be monetary damages only (and not specific performance), and the damages may be offset against distributions by the LLC Company to which such Member would otherwise be entitled.

Appears in 2 contracts

Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Provision Holding, Inc.)

No Action for Dissolution. Except as expressly permitted in this Agreement, a Member shall not take any voluntary action that directly causes a Dissolution Event. The Members acknowledge that irreparable damage would be done to the LLC’s goodwill and reputation of the Company if any Member brings should bring an action in court to dissolve it the Company under circumstances where dissolution is not required by Section 11.1 above11.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Membership Economic Interests. Accordingly, except where the Manager has Managers have failed to liquidate the LLC Company as required by this Article 11X, each Member hereby waives and renounces the Member’s his or her right to initiate legal action to seek the appointment of a receiver or trustee to liquidate the LLC Company or to seek a decree of judicial dissolution of the LLC Company on the ground that (a) it is not reasonably practicable to carry on its the business of the Company in conformity with the Articles Certificate or this Agreement, or (b) dissolution is reasonably necessary for the protection of the rights or interests of the complaining Member. Damages for breach of this Section 11.9 11.7 shall be monetary damages only (and not specific performance), and the damages may be offset against distributions by the LLC Company to which such Member would otherwise be entitled.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Akorn Inc)

No Action for Dissolution. Except as expressly permitted in this Agreement, a Member shall not take any voluntary action that directly causes a Dissolution Event. The Members acknowledge that irreparable damage would be done to the LLC’s goodwill and reputation of the Company if any Member brings should bring an action in court to dissolve it the Company under circumstances where dissolution is not required by Section 11.1 above10.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Membership Economic Interests. Accordingly, except where the Manager has failed to liquidate the LLC Company as required by this Article 1110, each Member hereby waives and renounces the Member’s his or her right to initiate legal action to seek the appointment of a receiver or trustee to liquidate the LLC Company or to seek a decree of judicial dissolution of the LLC Company on the ground that (a) it is not reasonably practicable to carry on its the business of the Company in conformity with the Articles Article or this Agreement, or (b) dissolution is reasonably necessary for the protection of the rights or interests of the complaining Member. Damages for breach of this Section 11.9 10.8 shall be in monetary damages only (and not specific performance), ) and the damages may be offset against distributions by the LLC Company to which such Member would otherwise be entitled. 9512900003-629491.7 34.

Appears in 1 contract

Samples: Operating Agreement (Grill Concepts Inc)

No Action for Dissolution. Except as expressly permitted in this Agreement, a Member shall not take any voluntary action that directly causes a Dissolution Event. The Members acknowledge that irreparable damage would be done to the LLC’s goodwill and reputation of the Company if any Member brings should bring an action in court to dissolve it the Company under circumstances where dissolution is not required by Section 11.1 above10.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Membership Economic Interests. Accordingly, except where the Manager has have failed to liquidate the LLC Company as required by this Article 11X, each Member hereby waives and renounces the Member’s his or her right to initiate legal action to seek the appointment of a receiver or trustee to liquidate the LLC Company or to seek a decree of judicial dissolution of the LLC Company on the ground that (a) it is not reasonably practicable to carry on its the business of the Company in conformity with the Articles Article or this Agreement, or (b) dissolution is reasonably necessary for the protection of the rights or interests of the complaining Member. Damages for breach of this Section 11.9 10.7 shall be in monetary damages only (and not specific performance), ) and the damages may be offset against distributions by the LLC Company to which such Member would otherwise be entitled.

Appears in 1 contract

Samples: Operating Agreement (Saint Andrews Golf Corp)

No Action for Dissolution. Except as expressly permitted in this Agreement, a Member shall not take any voluntary action that directly causes a Dissolution Eventthe dissolution of the Company. The Members acknowledge that irreparable damage would be done to the LLC’s goodwill and reputation of the Company if any Member brings should bring an action in court to dissolve it the Company under circumstances where dissolution is not required by Section 11.1 above12.1. This Agreement has been drawn carefully to provide fair treatment of to all parties and equitable payment in liquidation of the Membership InterestsUnits. Accordingly, except where the Manager has Members have failed to liquidate the LLC Company as required by this Article 11XII, each Member hereby waives and renounces the such Member’s right to initiate legal action to seek the appointment of a receiver or trustee to liquidate the LLC Company or to seek a decree of judicial dissolution of the LLC Company on the ground that (a) it is not reasonably practicable to carry on its the business of the Company in conformity with the Articles or this Agreement, or (b) dissolution is reasonably necessary for the protection of the rights or interests of the complaining Member. Damages for breach of this Section 11.9 12.6 shall be monetary damages only (and not specific performance), and the damages may be offset against distributions by the LLC Company to which such Member would otherwise be entitled.

Appears in 1 contract

Samples: Operating Agreement

No Action for Dissolution. Except as expressly permitted in this Agreement, a Member shall not take any voluntary action that directly causes a Dissolution Event. The Members acknowledge that irreparable damage would be done to the LLC’s goodwill and reputation of the Company if any Member brings should bring an action in court to dissolve it the Company under circumstances where dissolution is not required by Section 11.1 above10.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Membership Distributional Interests. Accordingly, except where the Manager has failed to liquidate the LLC Company as required by this Article 1110, each Member hereby waives and renounces the Member’s his or her right to initiate legal action to seek the appointment of a receiver or trustee to liquidate the LLC Company or to seek a decree of judicial dissolution of the LLC Company on the ground that (a) it is not reasonably practicable to carry on its the business of the Company in conformity with the Articles Article or this Agreement, or (b) dissolution is reasonably necessary for the protection of the rights or interests of the complaining Member. Damages for breach of this Section 11.9 10.8 shall be in monetary damages only (and not specific performance), ) and the damages may be offset against distributions by the LLC Company to which such Member would otherwise be entitled.

Appears in 1 contract

Samples: Operating Agreement (Grill Concepts Inc)

No Action for Dissolution. Except as expressly permitted in this Agreement, a Member shall not take any voluntary action that directly causes a Dissolution Event. The Members acknowledge that irreparable damage would be done to the LLC’s goodwill and reputation of the Company if any Member brings should bring an action in court to dissolve it the Company under circumstances where dissolution is not required by Section 11.1 above10.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Membership Economic Interests. Accordingly, except where the Manager has Managers have failed to liquidate the LLC Company as required by this Article 11X, each Member hereby waives and renounces the Member’s his or her right to initiate legal action to seek the appointment of a receiver or trustee to liquidate the LLC Company or to seek a decree of judicial dissolution of the LLC Company on the ground that (a) it is not reasonably practicable to carry on its the business of the Company in conformity with the Articles or this Agreement, or (b) dissolution is reasonably necessary for the protection of the rights or interests of the complaining Member. Damages for breach of this Section 11.9 10.10 shall be monetary damages only (and not specific performance), and the damages may be offset against distributions by the LLC Company to which such Member would otherwise be entitled.

Appears in 1 contract

Samples: Index Operating Agreement

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No Action for Dissolution. Except as expressly permitted in this Agreement, a Member shall not take any voluntary action that directly causes a Dissolution Eventdissolution of the Company. The Members acknowledge that irreparable damage would be done to the LLC’s goodwill and reputation of the Company if any Member brings should bring an action in court to dissolve it the Company under circumstances where dissolution is not required by Section 11.1 above10.01. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Membership Interestseconomic interests. Accordingly, except where the Manager has Managers have failed to liquidate the LLC Company as required by this Article 1110, each Member hereby waives and renounces the such Member’s 's right to initiate legal action to seek the appointment of a receiver or trustee to liquidate the LLC Company or to seek a decree of judicial dissolution of the LLC Company on the ground that (ai) it is not reasonably practicable to carry on its the business of the Company in conformity with the Articles articles or this Agreement, or (bii) dissolution is reasonably necessary for the protection of the rights or interests of the complaining Member. Damages for breach of this Section 11.9 10.08 shall be in monetary damages only (and not specific performance), ) and the damages may be offset against distributions by the LLC Company to which such Member would otherwise be entitled.

Appears in 1 contract

Samples: Security Agreement

No Action for Dissolution. Except as expressly permitted in this Agreement, a Member shall not take any voluntary action that directly causes a Dissolution Event. The Members acknowledge that irreparable damage would be done to the LLC’s goodwill and reputation of the Company if any Member brings should bring an action in court to dissolve it the Company under circumstances where dissolution is not required by Section 11.1 above10.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Membership Economic Interests. Accordingly, except where the Manager has Members have failed to liquidate the LLC Company as required by this Article 11X, each Member hereby waives and renounces the Member’s its right to initiate legal action to seek the appointment of a receiver or trustee to liquidate the LLC Company or to seek a decree of judicial dissolution of the LLC Company on the ground that (a) it is not reasonably practicable to carry on its business the Business of the Company in conformity with the Articles or this Agreement, or (b) dissolution is reasonably necessary for the protection of the rights or interests of the complaining Member. Damages for breach of this Section 11.9 10.8 shall be monetary damages only (and not specific performance), and the damages may be offset against distributions by the LLC Company to which such Member would otherwise be entitled.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Borqs Technologies, Inc.)

No Action for Dissolution. Except as expressly permitted in this Agreement, a Member shall not take any voluntary action that directly causes a Dissolution Event. The Members acknowledge that irreparable damage would be done to the LLC’s goodwill and reputation of the Company if any Member brings should bring an action in court to dissolve it the Company under circumstances where dissolution is not required by Section 11.1 above10.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Membership Economic Interests. Accordingly, except where the Manager has have failed to liquidate the LLC Company as required by this Article 11X, each Member hereby waives and renounces the Member’s his right to initiate legal action to seek the appointment of a receiver or trustee to liquidate the LLC Company or to seek a decree of judicial dissolution of the LLC Company on the ground that (a) it is not reasonably practicable to carry on its the business of the Company in conformity with the Articles or this Agreement, or (b) dissolution is reasonably necessary for the protection of the rights or interests of the complaining Member. Damages for breach of this Section 11.9 10.9 shall be monetary damages only (and not specific performance), and the damages may be offset against distributions by the LLC Company to which such Member would otherwise be entitled.

Appears in 1 contract

Samples: Operating Agreement (Global Resource CORP)

No Action for Dissolution. Except as expressly permitted in this Agreement, a Member shall not take any voluntary action that directly causes a Dissolution Event. The Members acknowledge that irreparable damage would be done to the LLC’s goodwill and reputation of the Company if any Member brings should bring an action in court to dissolve it the Company under circumstances where dissolution is not required by Section 11.1 above9.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Membership Economic Interests. Accordingly, except where the Manager has Managers have failed to liquidate the LLC Company as required by this Article 11IX, each Member hereby waives and renounces the such Member’s right to initiate legal action to seek the appointment of a receiver or trustee to liquidate the LLC Company or to seek a decree of judicial dissolution of the LLC Company on the ground that (a) it is not reasonably practicable to carry on its the business of the Company in conformity with the Articles or this Agreement, or (b) dissolution is reasonably necessary for the protection of the rights or interests of the complaining Member. Damages for breach of this Section 11.9 9.9 shall be monetary damages only (and not specific performance), and the damages may be offset against distributions by the LLC Company to which such Member would otherwise be entitled.

Appears in 1 contract

Samples: Operating Agreement (ARAMARK FHC Kansas, Inc.)

No Action for Dissolution. Except as expressly permitted in this AgreementSection 10.1, a Member shall not take any voluntary action that directly causes a Dissolution Eventunder the Act to cause the Company to dissolve. The Members acknowledge that irreparable damage would be done to the LLC’s goodwill and reputation of the Company if any Member brings should bring an action in court to dissolve it the Company under circumstances where dissolution is not required by Section 11.1 above10.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Membership Economic Interests. Accordingly, except where the Manager Board has failed to liquidate the LLC Company as required by this Article 1110, each Member hereby waives and renounces the Member’s its right to initiate legal action to seek the appointment of a receiver or trustee to liquidate the LLC Company or to seek a decree of judicial dissolution of the LLC Company on the ground that (a) it is not reasonably practicable to carry on its the business of the Company in conformity with the Articles Certificate or this Agreement, or (b) dissolution is reasonably necessary for the protection of the rights or interests of the complaining Member. Damages for breach of this Section 11.9 shall be monetary damages only (and not specific performance), and the damages may be offset against distributions Distributions by the LLC Company to which such Member would otherwise be entitled.

Appears in 1 contract

Samples: Operating Agreement (Growblox Sciences, Inc.)

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