Resignation and Withdrawal. A Manager of the Company may resign from the position of Manager at any time by giving written notice to the Members of the Company. The resignation of a Manager shall take effect upon receipt of notice thereof or at such later time as shall be specified in such notice; and unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. Upon the withdrawal of a Manager, such Manager shall be treated as having resigned as of the date of withdrawal and shall automatically cease to be a Manager as of the date of such withdrawal. Except in the case of resignation by reason of withdrawal, the resignation of a Manager who is also a Member pursuant to this Section 6.7 shall not affect such Manager’s rights as a Member and shall not constitute a withdrawal of such Member.
Resignation and Withdrawal. The Member may resign or withdraw from the Company at any time. Upon any such permitted resignation or withdrawal, the resigning or withdrawing Member shall receive the fair value of its Interest in accordance with the Act, determined as of the date it ceases to be a member of the Company.
Resignation and Withdrawal. 60 13.04. Bankruptcy.......................................................................... 61 13.05.
Resignation and Withdrawal. Each Partner covenants and agrees that it will not withdraw or resign from the Joint Venture prior to its termination, except in connection with a permitted transfer of its entire Percentage Interest in the Joint Venture.
Resignation and Withdrawal. As of the Effective Date, Seller hereby resigns and withdraws as manager, member, officer, director, employee, registered agent, and any other office or position it held in the Company prior to the Effective Date.
Resignation and Withdrawal. No Member may resign or withdraw from the Company without obtaining the prior consent of the Managing Members. Distributions upon resignation or withdrawal shall be made to the resigning Member at a time and in a manner to be determined by the Members.
Resignation and Withdrawal. Each Member hereby covenants and agrees that it will not, and shall have no right to, resign or withdraw from the Company as a Member and shall not have the right to cause the expulsion of a Member and irrevocably waives any and all rights of a resigning or withdrawing member under Section 18-604 of the Act or otherwise and the right to cause such expulsion.
Resignation and Withdrawal. The LB Members hereby resign and withdraw from, and cease to be Members of, Somerset Associates as of the Effective Date. It is the express intention of the parties that the resignation and withdrawal of the LB Members set forth herein shall be deemed to be and constitute both the “withdrawal” provided for in Section 9.7(d) of the Operating Agreement and the “resignation” provided for under the Act. The parties hereby modify and amend the LLC Agreement solely to the extent, if any, necessary to recognize and permit such resignation and withdrawal. The LB Members are hereby released from all liabilities and obligations under the Operating Agreement and the Act, whether arising or accruing before or from and after the date hereof, including, without limitation, any obligations or liabilities arising by reason of any breach or alleged breach by the LB Members of any fiduciary duty or obligation of the LB Members under the Operating Agreement or under applicable law or in equity. Nothing contained herein shall be deemed or construed to limit, modify, amend, supersede or otherwise affect the terms and provisions of the Settlement Agreement, including, without limitation, the mutual releases set forth therein.
Resignation and Withdrawal
