Common use of Winding Up the Company Clause in Contracts

Winding Up the Company. Upon dissolution, the Members shall wind up the Company and liquidate its assets and liabilities according to Sections 1336 through 1341 of the LaLLCL. After the Dissolution Event and until completion of the winding up, the Members may continue to conduct the business of the Company pursuant to the Administrative Provisions of this Agreement. However, the Company shall not conduct any business that is inimical to the winding up of the Company. The Members shall at all times retain the maximum limitation of liability with respect to claims against the Company as is allowed by the LaLLCL. This limitation of liability shall not be diminished by the fact that Members have not formally commenced the winding up of the Company after a Dissolution Event. Any action taken by a Member that has the effect of reducing the limitation of liability available under the LaLLCL shall have no effect, and shall be null and void ab initio unless all Members consent to it.

Appears in 5 contracts

Samples: Operating Agreement (St Charles Gaming Co Inc), Operating Agreement (Grand Palais Riverboat Inc), Operating Agreement (Grand Palais Riverboat Inc)

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Winding Up the Company. Upon dissolution, the Members shall wind up the Company and liquidate its assets and liabilities according to Sections 1336 through 1341 18-803 and 18-804 of the LaLLCLDeLLCA. After the Dissolution Event and until completion of the winding up, the Members may continue to conduct the business of the Company pursuant to the Administrative Provisions of this Agreement. However, the Company shall not conduct any business that is inimical to the winding up of the Company. The Members shall at all times retain the maximum limitation of liability with respect to claims against the Company as is allowed by the LaLLCLDeLLCA. This limitation of liability shall not be diminished by the fact that Members have not formally commenced the winding up of the Company after a Dissolution Event. Any action taken by a Member that has the effect of reducing the limitation of liability available under the LaLLCL DeLLCA shall have no effect, and shall be null and void ab initio unless all Members consent to it.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Rainbow Casino-Vicksburg Partnership, L.P.)

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