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 goodwill and reputation of IMMERSION if any Member should bring an action in court to dissolve IMMERSION under circumstances where dissolution is not required by Article 9.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Economic Interests. Accordingly, except where the Managers have failed to liquidate IMMERSION as required by this Article 9 each Member hereby waives and renounces his or her right to initiate legal action to seek the appointment of a receiver or trustee to liquidate IMMERSION or to seek a decree of judicial dissolution of IMMERSION on the ground that (a) it is not reasonably practicable to carry on the business of IMMERSION 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 Article 9.9 shall be monetary damages only (and not specific performance), and the damages may be offset against distributions by IMMERSION to which such Member would otherwise be entitled.

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 goodwill and reputation of IMMERSION the Company if any Member should bring an action in court to dissolve IMMERSION the Company under circumstances where dissolution is not required by Article 9.1Section 10.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Economic Distributional Interests. Accordingly, except where the Managers have Manager has failed to liquidate IMMERSION the Company as required by this Article 9 10, each Member hereby waives and renounces his or her right to initiate legal action to seek the appointment of a receiver or trustee to liquidate IMMERSION the Company or to seek a decree of judicial dissolution of IMMERSION the Company on the ground that (a) it is not reasonably practicable to carry on the business of IMMERSION 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 Article 9.9 Section 10.8 shall be in monetary damages only (and not specific performance), ) and the damages may be offset against distributions by IMMERSION the Company to which such Member would otherwise be entitled.

No Action for Dissolution. Except as expressly permitted in this Agreement, a no Member shall not take any voluntary action that directly causes a Dissolution Eventthe dissolution of the Company (whether the dissolution is under this Section 13 or otherwise). The Members acknowledge that irreparable damage would be done to the goodwill and reputation of IMMERSION the Company if any Member should bring an action in court to dissolve IMMERSION the Company under circumstances where dissolution is not required by Article 9.1Section 13.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Economic Interestsliquidation. Accordingly, except where the Managers Members have failed to liquidate IMMERSION the Company as required by this Article 9 Section 13, each Member hereby waives and renounces his or her right to initiate legal action to seek the appointment of a receiver or trustee to liquidate IMMERSION the Company or to seek a decree of judicial dissolution of IMMERSION the Company on the ground that (a) it is not reasonably practicable to carry on the business of IMMERSION the Company in conformity with the Articles Act 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 Article 9.9 Section 13.10 shall be monetary damages only (and not specific performance), and the damages may be offset against distributions by IMMERSION the Company to which such Member would otherwise be entitled.

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 goodwill and reputation of IMMERSION the Company if any Member should bring an action in court to dissolve IMMERSION the Company under circumstances where dissolution is not required by Article 9.1Section 14.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Economic Membership Interests. Accordingly, except where the Managers have failed to liquidate IMMERSION the Company as required by this Article 9 14, each Member hereby waives and renounces his or her his/her/its right to initiate legal action to seek the appointment of a receiver receive or trustee to liquidate IMMERSION the Company or to seek a decree of judicial dissolution of IMMERSION the Company on the ground that that: (a) it is not reasonably practicable to carry on the business of IMMERSION 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 Article 9.9 Section 14.9 shall be monetary damages only (and not specific performance), and the damages may be offset against distributions by IMMERSION the Company to which such Member would otherwise be entitled.

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 goodwill and reputation of IMMERSION the Company if any Member should bring an action in court to dissolve IMMERSION the Company under circumstances where dissolution is not required by Article 9.1Section 15.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Economic Membership Interests. Accordingly, except where the Managers have failed to liquidate IMMERSION the Company as required by this Article 9 15, each Member hereby waives and renounces his or her his/her/its right to initiate legal action to seek the appointment of a receiver receive or trustee to liquidate IMMERSION the Company or to seek a decree of judicial dissolution of IMMERSION the Company on the ground that that: (a) it is not reasonably practicable to carry on the business of IMMERSION 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 Article 9.9 Section 15.9 shall be monetary damages only (and not specific performance), and the damages may be offset against distributions by IMMERSION the Company to which such Member would otherwise be entitled.

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 goodwill and reputation of IMMERSION the Company if any Member should bring an action in court to dissolve IMMERSION the Company under circumstances where dissolution is not required by Article 9.1Section 12.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Economic Interests. Accordingly, except where the Managers have failed to liquidate IMMERSION the Company as required by this Article 9 XII, each Member hereby waives and renounces his or her the Member's right to initiate legal action to seek the appointment of a receiver or trustee to liquidate IMMERSION the Company or to seek a decree of judicial dissolution of IMMERSION the Company on the ground that (a) it is not reasonably practicable to carry on the business of IMMERSION 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 Article 9.9 Section 12.9 shall be monetary damages only (and not specific performance), and the damages may be offset against distributions by IMMERSION the Company to which such Member would otherwise be entitled.

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 goodwill and reputation of IMMERSION the Company if any Member should bring an action in court to dissolve IMMERSION the Company under circumstances where dissolution is not required by Article 9.1Section 10.01. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Economic Interestseconomic interests. Accordingly, except where the Managers have failed to liquidate IMMERSION the Company as required by this Article 9 10, each Member hereby waives and renounces his or her such Member's right to initiate legal action to seek the appointment of a receiver or trustee to liquidate IMMERSION the Company or to seek a decree of judicial dissolution of IMMERSION the Company on the ground that (ai) it is not reasonably practicable to carry on the business of IMMERSION 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 Article 9.9 Section 10.08 shall be in monetary damages only (and not specific performance), ) and the damages may be offset against distributions by IMMERSION the Company to which such Member would otherwise be entitled.

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 goodwill and reputation of IMMERSION the Company if any Member should bring an action in court to dissolve IMMERSION the Company under circumstances where dissolution is not required by Article 9.1Section 10.1 or provided for under this Agreement. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Economic Interests. Accordingly, except where the Managers Members have failed to liquidate IMMERSION the Company as required by this Article 9 X, each Member hereby waives and renounces his or her right to initiate legal action to seek the appointment of a receiver or trustee to liquidate IMMERSION the Company or to seek a decree of judicial dissolution of IMMERSION the Company on the ground that (a) it is not reasonably practicable to carry on the business of IMMERSION 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 Article 9.9 Section 10.10 shall be monetary damages only (and not specific performance), and the damages may be offset against distributions by IMMERSION the Company to which such Member would otherwise be entitled.

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 goodwill and reputation of IMMERSION the Company if any Member should bring an action in court to dissolve IMMERSION the Company under circumstances where dissolution is not required by Article 9.1Section 12.1. This Agreement has been drawn carefully to provide fair treatment of to all parties and equitable payment in liquidation of the Economic InterestsUnits. Accordingly, except where the Managers Members have failed to liquidate IMMERSION the Company as required by this Article 9 XII, each Member hereby waives and renounces his or her such Member’s right to initiate legal action to seek the appointment of a receiver or trustee to liquidate IMMERSION the Company or to seek a decree of judicial dissolution of IMMERSION the Company on the ground that (a) it is not reasonably practicable to carry on the business of IMMERSION 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 Article 9.9 Section 12.6 shall be monetary damages only (and not specific performance), and the damages may be offset against distributions by IMMERSION the Company to which such Member would otherwise be entitled.

No Action for Dissolution. Except as expressly permitted in this Agreement, a no Member shall not take any voluntary action that directly causes a Dissolution Eventthe dissolution of the Company (whether the dissolution is under this Section 13 or otherwise). The Members acknowledge that irreparable damage would be done to the goodwill and reputation of IMMERSION the Company if any Member should bring an action in court to dissolve IMMERSION the Company under circumstances where dissolution is not required by Article 9.1Section 13.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Economic Interestsliquidation. Accordingly, except where the Managers Members have failed to liquidate IMMERSION the Company as required by this Article 9 Section 13, each Member hereby waives and renounces his or her right to initiate legal action to seek the appointment of a receiver or trustee to liquidate IMMERSION the Company or to seek a decree of judicial dissolution of IMMERSION the Company on the ground that (a) it is not reasonably practicable to carry on the business of IMMERSION the Company in conformity with the Articles Act 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 Article 9.9 Section 13.10 shall be monetary damages only (and not specific performance), and the damages may be offset against distributions by IMMERSION the Company to which such Member would otherwise be entitled. 14.

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 goodwill and reputation of IMMERSION the Company if any Member should bring an action in court to dissolve IMMERSION the Company under circumstances where dissolution is not required by Article 9.1Section 15.1. This Agreement has been drawn carefully to provide fair treatment of all parties and equitable payment in liquidation of the Economic Membership Interests. Accordingly, except where the Managers have failed to liquidate IMMERSION the Company as required by this Article 9 15, each Member hereby waives and renounces his or her his/her/its right to initiate legal action to seek the appointment of a receiver or trustee to liquidate IMMERSION the Company or to seek a decree of judicial dissolution of IMMERSION the Company on the ground that that: (a) it is not reasonably practicable to carry on the business of IMMERSION 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 Article 9.9 Section 15.9 shall be monetary damages only (and not specific performance), and the damages may be offset against distributions by IMMERSION the Company to which such Member would otherwise be entitled.