Suspension; Dissolution Sample Clauses

Suspension; Dissolution. Borrower shall have voluntarily suspended its business or the dissolution of Borrower.
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs
Suspension; Dissolution. 16.1 Isopartner is authorised, at its discretion, to suspend the performance of the Agreement in full or in part or to dissolve the Agreement in full or in part by a written statement without judicial intervention (and with immediate effect) (without Isopartner being obliged to pay any damages) in the event of: - a failure by the Customer to fulfil one or more of its obligations under the Agreement and/or the General Terms and Conditions, including a failure by the Customer to fulfil one or more of its obligations under one or more subagreements; - a suspension of payments or an application thereof or bankruptcy of the Customer; - placing the Customer under guardianship or administration; - application of the second section of the Dutch Bankruptcy Act (section 369-362) (Court Approval of a Private Composition (Prevention of Insolvency) Act) (Wet Homologatie Onderhands Akkoord) to the Customer; - sale or termination of the Customer's business; - revocation of the Customer's permits necessary for the performance of the Agreement; or - attachment of a significant part of the Customer's business assets. 16.2 Isopartner is entitled to retain the Customer's goods that it has in its possession for whatever reason until the Customer has paid Isopartner all that it owes it on any account. 16.3 All claims, including future claims, which Isopartner may have or acquire against the Customer in the cases mentioned above in article 16.1 are immediately due and payable in full. 16.4 An appeal for dissolution of the Agreement by the Customer must be made by registered letter and the Customer must clearly indicate one or more grounds for the dissolution therein. 16.5 Obligations of the Customer which by their nature are intended to continue even after dissolution of the Agreement, continue after dissolution of this Agreement.
Sample 1
Suspension; Dissolution and cancellation of the agreement 9.1 Kingcanary is authorised to suspend the fulfilment of the obligations or to dissolve the agreement without judicial intervention by means of a registered letter sent to the Customer, if: - the Customer fails to fulfil the obligations in the agreement even after a notice of default stating a reasonable deadline, or does not fulfil them in full or on time; - circumstances come to Kingcanary's attention, after the agreement has been entered into, that provide good grounds to fear that the Customer will not fulfil the obligations; - the Customer is asked, when the agreement is entered into, to provide surety for the fulfilment of its obligations resulting from the agreement and this surety fails to materialise; - due to a delay on the part of the Customer, it can no longer be demanded of Kingcanary that it will fulfil the agreement based on the originally agreed conditions. 9.2 Kingcanary is also authorised to dissolve the agreement if circumstances occur which are of such a nature that fulfilment of the agreement is impossible, or if any other circumstances occur which are of such a nature that unchanged perpetuation of the agreement cannot reasonably be expected of Kingcanary. 9.3 If Kingcanary proceeds to suspend or dissolve on the grounds of the provisions of Articles 9.1 and 9.2, it will not be obliged in any way to compensate damage and costs which have arisen in any way as a result. If, at the moment of dissolution, Kingcanary has already fulfilled part of the assignment, this part and the related payment obligation will not be the subject of undoing, unless the Customer proves that Kingcanary is in default as regards said performance. Amounts which Kingcanary invoiced before the dissolution in connection with that which it has already and properly carried out or delivered for the execution of the agreement, will continue to be payable, with due regard for the provisions of the previous sentence, and will become immediately due and payable at the moment of dissolution. If Kingcanary suspends the fulfilment of its obligations, it will retain its entitlements based on the law and the agreement. 9.4 If and insofar as (part of an) assignment/event is cancelled after all by the Customer after formation of the agreement due to circumstances outside the control of Kingcanary and the cancellation of (part of) the assignment/the event cannot be attributed to Kingcanary, the Customer will, in any event, pay all the costs incu...
Sample 1
Suspension; Dissolution. 1. Only Burgs Foods may, at its option, fully or partly suspend the performance of the Agreement or dissolve the Agreement in full or in part by written notice without recourse to the courts (with immediate effect and without Burgs Foods being liable for payment of any compensation) in the event that: a) the Customer fails to fulfil any of its obligations under the Agreement and/or these general conditions of sale; b) the Customer applies for or is granted a suspension of payments, or applies for or is declared bankrupt; c) the Customer is placed under legal guardianship or administration; d) the Customer's enterprise is sold or discontinued; e) permits which are required for the performance of the Agreement are revoked; or f) an attachment is levied on a significant part of the Customer's operating assets. 2. All claims, which Burgs Foods may have or come to have against the Customer in the situations mentioned in Article 13.1, shall be immediately due and payable in full.
Sample 1
Suspension; Dissolution. 1. Only BSRP and the Customer who is a Consumer may suspend the performance of all or part of the Agreement or dissolve all or part of the Agreement by written notice without judicial intervention in the event that: - BSRP or the Customer fails to fulfil any of its obligations under the Agreement and/or these general conditions; - BSRP or the Customer applies for or is granted a suspension of payment or the Customer is declared bankrupt; - BSRP or the Customer is placed under guardianship or administration; - the business of BSRP or the Customer, is sold or liquidated; - any licences required for the performance of the Agreement are revoked; or - any substantial part of the assets of BSRP or the Customer are seized. 2. All (future) claims of BSRP against the Customer who is not a Consumer in the situations mentioned in article 19.1 shall be immediately due and payable in full.
Sample 1
Suspension; Dissolution. A Developers shall: (1) have the operation of its business voluntarily or involuntarily suspended by the State of California, (2) voluntarily stops or terminates the operation of its business; or (3) if a Developer is a partnership, the partnership shall have the operation of the partnership voluntarily or involuntarily dissolved, suspended or terminated by the State of California; or (4) if a Developer is a limited liability company, the company shall have the operation of the company voluntarily or involuntarily dissolved, suspended or terminated by the State of California;
Sample 1
Suspension; Dissolution. The Tenant shall have voluntarily suspended its business or commences (either voluntarily or involuntarily) dissolution of the Tenant.
Sample 1
AutoNDA by SimpleDocs
Suspension; Dissolution. 1. If the Buyer does not, not adequately, or not timely comply with any obligation under the Agreement concluded with Xxxx Xxxx, or if there is serious doubt as to whether the Buyer is able to fulfil their contractual obligations towards Xxxx Xxxx, Xxxx Xxxx is authorised, without notice of default or judicial intervention, to suspend the execution of any Agreement concluded with the Buyer, or to dissolve it in whole or in part, without being held to any damages and without prejudice to its further entitled rights. 2. If one of the Parties applies for suspension of payment or is declared bankrupt, the other Party will be entitled to dissolve the Agreement concluded by written notice, or to suspend the fulfilment of their obligations. All payments due to the Party entitled to dissolve will then be immediately due and payable. Otherwise, the rights in respect of non- fulfilment of obligations will remain unaffected to the Party concerned.
Sample 1
Suspension; Dissolution. 1. Only FoodLogica may, at its option, fully or partly suspend the performance of the Agreement or dissolve the Agreement in full or in part by written notice without recourse to the courts (with immediate effect and without FoodLogica being liable for payment of any compensation) in the event that: ≠ the Customer fails to fulfil any of its obligations under the Agreement and/or these general conditions; ≠ the Customer applies for or is granted a suspension of payments, or applies for or is declared bankrupt; ≠ the Customer is placed under legal guardianship or administration; ≠ the Customer's enterprise is sold or discontinued; ≠ permits which are required for the performance of the Agreement are revoked; or ≠ an attachment is levied on a significant part of the Customer's operating assets. 2. All claims, which FoodLogica may have or come to have against the Customer in the situations mentioned in clause 14.1, shall be immediately due and payable in full.
Sample 1

Related to Suspension; Dissolution

  • Liquidation, Dissolution or Winding Up (A) Upon any liquidation (voluntary or otherwise), dissolution or winding up of the Corporation, no distribution shall be made to the holders of shares of stock ranking junior (either as to dividends or upon liquidation, dissolution or winding up) to the Series A Junior Participating Preferred Stock unless, prior thereto, the holders of shares of Series A Junior Participating Preferred Stock shall have received an amount equal to $1,000 per share of Series A Participating Preferred Stock, plus an amount equal to accrued and unpaid dividends and distributions thereon, whether or not declared, to the date of such payment (the "Series A Liquidation Preference"). Following the payment of the full amount of the Series A Liquidation Preference, no additional distributions shall be made to the holders of shares of Series A Junior Participating Preferred Stock unless, prior thereto, the holders of shares of Common Stock shall have received an amount per share (the "Common Adjustment") equal to the quotient obtained by dividing (i) the Series A Liquidation Preference by (ii) 1,000 (as appropriately adjusted as set forth in subparagraph (C) below to reflect such events as stock splits, stock dividends and recapitalizations with respect to the Common Stock) (such number in clause (ii), the "Adjustment Number"). Following the payment of the full amount of the Series A Liquidation Preference and the Common Adjustment in respect of all outstanding shares of Series A Junior Participating Preferred Stock and Common Stock, respectively, holders of Series A Junior Participating Preferred Stock and holders of shares of Common Stock shall receive their ratable and proportionate share of the remaining assets to be distributed in the ratio of the Adjustment Number to 1 with respect to such Preferred Stock and Common Stock, on a per share basis, respectively. (B) In the event, however, that there are not sufficient assets available to permit payment in full of the Series A Liquidation Preference and the liquidation preferences of all other series of preferred stock, if any, which rank on a parity with the Series A Junior Participating Preferred Stock, then such remaining assets shall be distributed ratably to the holders of such parity shares in proportion to their respective liquidation preferences. In the event, however, that there are not sufficient assets available to permit payment in full of the Common Adjustment, then such remaining assets shall be distributed ratably to the holders of Common Stock. (C) In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the Adjustment Number in effect immediately prior to such event shall be adjusted by multiplying such Adjustment Number by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.

  • Distribution upon Dissolution Upon dissolution, the Partnership shall not be terminated and shall continue until the winding up of the affairs of the Partnership is completed. Upon the winding up of the Partnership, the General Partner, or any other Person designated by the General Partner (the “Liquidation Agent”), shall take full account of the assets and liabilities of the Partnership and shall, unless the General Partner determines otherwise, liquidate the assets of the Partnership as promptly as is consistent with obtaining the fair value thereof. The proceeds of any liquidation shall be applied and distributed in the following order: (a) First, to the satisfaction of debts and liabilities of the Partnership (including satisfaction of all indebtedness to Partners and/or their Affiliates to the extent otherwise permitted by law) including the expenses of liquidation, and including the establishment of any reserve which the Liquidation Agent shall deem reasonably necessary for any contingent, conditional or unmatured contractual liabilities or obligations of the Partnership (“Contingencies”). Any such reserve may be paid over by the Liquidation Agent to any attorney-at-law, or acceptable party, as escrow agent, to be held for disbursement in payment of any Contingencies and, at the expiration of such period as shall be deemed advisable by the Liquidation Agent for distribution of the balance in the manner hereinafter provided in this Section 9.03; and (b) The balance, if any, to the Partners, pro rata to each of the Partners in accordance with their Total Percentage Interests.

  • 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.

  • Liquidation or Dissolution In the event the Company is liquidated or dissolved, the assets of the Company shall be distributed to the Members in accordance with the provisions of Section 11.

  • Dissolution Winding Up Termination 27 8.1 Dissolution.......................................................................27 8.2

  • Distributions Upon Dissolution Upon the dissolution of the Company, the properties of the Company to be sold shall be liquidated in orderly fashion and the proceeds thereof, and the property to be distributed in kind, shall be distributed as follows: (a) First, to the payment and discharge of all of the Company’s debts and liabilities, to the necessary expenses of liquidation and to the establishment of any cash reserves which the Member determines to create for unmatured and/or contingent liabilities or obligations of the Company. (b) Second, to the Member.

  • Liquidation; Dissolution; Bankruptcy (a) Upon any payment by the Company or distribution of assets of the Company of any kind or character, whether in cash, property or securities, to creditors upon any dissolution or winding-up or liquidation or reorganization of the Company, whether voluntary or involuntary or in bankruptcy, insolvency, receivership or other proceedings, all amounts due upon all Senior Indebtedness of the Company shall first be paid in full, or payment thereof provided for in money in accordance with its terms, before any payment is made by the Company on account of the principal or interest on the Debentures; and upon any such dissolution or winding-up or liquidation or reorganization, any payment by the Company, or distribution of assets of the Company of any kind or character, whether in cash, property or securities, to which the holders of the Debentures or the Trustee would be entitled to receive from the Company, except for the provisions of this Article XVI, shall be paid by the Company or by any receiver, trustee in bankruptcy, liquidating trustee, agent or other Person making such payment or distribution, or by the holders of the Debentures or by the Trustee under this Indenture if received by them or it, directly to the holders of Senior Indebtedness of the Company (pro rata to such holders on the basis of the respective amounts of Senior Indebtedness held by such holders, as calculated by the Company) or their representative or representatives, or to the trustee or trustees under any indenture pursuant to which any instruments evidencing such Senior Indebtedness may have been issued, as their respective interests may appear, to the extent necessary to pay such Senior Indebtedness in full, in money or money's worth, after giving effect to any concurrent payment or distribution to or for the holders of such Senior Indebtedness, before any payment or distribution is made to the holders of Debentures or to the Trustee. (b) In the event that, notwithstanding the foregoing, any payment or distribution of assets of the Company of any kind or character, whether in cash, property or securities, prohibited by the foregoing, shall be received by the Trustee before all Senior Indebtedness of the Company is paid in full, or provision is made for such payment in money in accordance with its terms, such payment or distribution shall be held in trust for the benefit of and shall be paid over or delivered to the holders of such Senior Indebtedness or their representative or representatives, or to the trustee or trustees under any indenture pursuant to which any instruments evidencing such Senior Indebtedness may have been issued, and their respective interests may appear, as calculated by the Company, for application to the payment of all Senior Indebtedness of the Company, as the case may be, remaining unpaid to the extent necessary to pay such Senior Indebtedness in full in money in accordance with its terms, after giving effect to any concurrent payment or distribution to or for the benefit of the holders of such Senior Indebtedness. (c) For purposes of this Article XVI, the words "cash, property or securities" shall not be deemed to include shares of stock of the Company as reorganized or readjusted, or securities of the Company or any other corporation provided for by a plan of reorganization or readjustment, the payment of which is subordinated at least to the extent provided in this Article XVI with respect to the Debentures to the payment of all Senior Indebtedness of the Company, as the case may be, that may at the time be outstanding, provided that (i) such Senior Indebtedness is assumed by the new corporation, if any, resulting from any such reorganization or readjustment; and (ii) the rights of the holders of such Senior Indebtedness are not, without the consent of such holders, altered by such reorganization or readjustment. The consolidation of the Company with, or the merger of the Company into, another corporation or the liquidation or dissolution of the Company following the conveyance or transfer of its property as an entirety, or substantially as an entirety, to another corporation upon the terms and conditions provided for in Article XII shall not be deemed a dissolution, winding-up, liquidation or reorganization for the purposes of this Section 16.3 if such other corporation shall, as a part of such consolidation, merger, conveyance or transfer, comply with the conditions stated in Article XII. Nothing in Section 16.2 or in this Section 16.3 shall apply to claims of, or payments to, the Trustee under or pursuant to Section 9.7.

  • 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

  • Dissolution Event If there is a Dissolution Event before the termination of this Safe, the Investor will automatically be entitled (subject to the liquidation priority set forth in Section 1(d) below) to receive a portion of Proceeds equal to the Cash-Out Amount, due and payable to the Investor immediately prior to the consummation of the Dissolution Event.

  • 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).

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!