Common use of Termination and Wind-Up Clause in Contracts

Termination and Wind-Up. 23.01 Upon termination of this Agreement for whatever cause, the Management Committee shall administer wind-up of the Joint Venture and shall dispose of JV Assets in such manner as the Management Committee determines, consistent with practices of corporate law and practice, and shall distribute the net JV Assets, after discharge of all encumbrances, in accordance with outstanding Interests. At the time of wind-up of the Joint Venture or termination of the Project for any reason, the Management Committee shall meet and approve a procedure for the retention, maintenance and disposal of documents (the "Documents") and shall appoint such Party as may consent thereto to ensure that all proper steps are taken to implement and maintain that procedure. If the Management Committee fails to approve a procedure as aforesaid, the Operator, if a Party, otherwise a Party holding an Interest as at the date immediately preceding the date the management Committee was called to meet, shall retain, maintain and dispose of the Documents according to such procedure, in compliance with all applicable laws, as it deems fit. The Party entrusted with the retention, maintenance and disposal of the Documents shall estimate the costs and expenses incidental thereto and shall be entitled to receive payment of those costs and expenses prior to any distribution being made of the Assets or the revenues received on the disposal thereof.

Appears in 3 contracts

Samples: Management Agreement (Stockgroup Information Systems Inc), Development and Operating Agreement (Stockgroup Information Systems Inc), Joint Venture Development and Operating Agreement (Stockgroup Information Systems Inc)

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Termination and Wind-Up. 23.01 16.01 Upon termination of this Agreement for whatever cause, the Management Committee shall Board will administer wind-up of the Company and the Joint Venture and shall will dispose of JV Assets in such manner as the Management Committee Board determines, consistent with this Agreement, and practices of corporate law and practice, and shall will distribute the net JV Assetsassets of the Company, after discharge of all encumbrances, in accordance with outstanding Interestsinterests of the Parties. At the time of wind-up of the Joint Venture Company or termination of the Project Business for any reason, the Management Committee shall Board will meet and approve a procedure for the retention, maintenance and disposal of documents (the "β€œDocuments"”) and shall will appoint such Party as may consent thereto to ensure that all proper steps are taken to implement and maintain that procedure. If the Management Committee Board fails to approve a procedure as aforesaid, the Operator, if a Party, otherwise a Party holding an Interest the majority interest in the Company as at the date immediately preceding the date the management Committee Board was called to meet, shall will retain, maintain and dispose of the Documents according to such procedure, in compliance with all applicable laws, as it deems fit. The Party entrusted with the retention, maintenance and disposal of the Documents shall will estimate the costs and expenses incidental thereto and shall will be entitled to receive payment of those costs and expenses prior to any distribution being made of the Assets assets of the Company or the revenues received on the disposal thereof.

Appears in 1 contract

Samples: Joint Venture Development and Operating Agreement (TechMedia Advertising, Inc.)

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Termination and Wind-Up. 23.01 Upon termination of this Agreement for whatever cause, the Management Committee shall administer wind-up of the Joint Venture and shall dispose of JV Assets in such manner as the Management Committee determines, consistent with this Agreement, the VCC license and practices of corporate law and practice, and shall distribute the net JV Assets, after discharge of all encumbrances, in accordance with outstanding Interests. At the time of wind-up of the Joint Venture or termination of the Project for any reason, the Management Committee shall meet and approve a procedure for the retention, maintenance and disposal of documents (the "Documents") and shall appoint such Party as may consent thereto to ensure that all proper steps are taken to implement and maintain that procedure. If the Management Committee fails to approve a procedure as aforesaid, the Operator, if a Party, otherwise a Party holding an Interest as at the date immediately preceding the date the management Committee was called to meet, shall retain, maintain and dispose of the Documents according to such procedure, in compliance with all applicable laws, as it deems fit. The Party entrusted with the retention, maintenance and disposal of the Documents shall estimate the costs and expenses incidental thereto and shall be entitled to receive payment of those costs and expenses prior to any distribution being made of the Assets or the revenues received on the disposal thereof.

Appears in 1 contract

Samples: Joint Venture Development and Operating Agreement (Verify Smart Corp.)

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