Withdrawal and Resignation Termination of Rights. Section 13.01
Withdrawal and Resignation Termination of Rights. 53 Section 13.01 Withdrawal and Resignation of Members 53 ARTICLE XIV DISSOLUTION AND LIQUIDATION 54 Section 14.01 Dissolution 54 Section 14.02 Winding up 54 Section 14.03 Deferment; Distribution in Kind 55 Section 14.04 Cancellation of Certificate 55 Section 14.05 Reasonable Time for Winding Up 55 Section 14.06 Return of Capital 55 ARTICLE XV GENERAL PROVISIONS 56 Section 15.01 Power of Attorney 56 Section 15.02 Confidentiality 56 Section 15.03 Amendments 57 Section 15.04 Title to Company Assets 58 Section 15.05 Addresses and Notices 58 Section 15.06 Binding Effect; Intended Beneficiaries 59 Section 15.07 Creditors 59 Section 15.08 Waiver 59 Section 15.09 Counterparts 59 Section 15.10 Applicable Law 59 Section 15.11 Severability 60 Section 15.12 Further Action 60 Section 15.13 Execution and Delivery by Electronic Signature and Electronic Transmission 60 Section 15.14 Right of Offset 60 Section 15.15 Entire Agreement 60 Section 15.16 Remedies 61 Section 15.17 Descriptive Headings; Interpretation 61 Schedules Schedule 1 - Schedule of Pre-Business Combination Members Schedule 2 - Schedule of Members Schedule 3 - Initial Officers Exhibits Exhibit A – Form of Joinder Agreement Exhibit B-1 – Form of Agreement and Consent of Spouse Exhibit B-2 – Form of Spouse’s Confirmation of Separate Property AMERICAN ONCOLOGY NETWORK, LLC THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT This THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”) of American Oncology Network, LLC, a Delaware limited liability company (the “Company”), dated as of [___], [____] (the “Effective Date”), is entered into by and among the Company, [American Oncology Network, Inc.], a Delaware corporation (the “Corporation”), and each of the other Members (as defined herein).
Withdrawal and Resignation Termination of Rights. 40 Section 13.01 Withdrawal and Resignation of Members 40
Withdrawal and Resignation Termination of Rights. Section 13.01 Withdrawal and Resignation of Members. No Member shall have the power or right to withdraw or otherwise resign as a Member from the Company prior to the dissolution and winding up of the Company pursuant to this Article XIII. Any Member, however, that attempts to withdraw or otherwise resign as a Member from the Company without the prior written consent of the Manager upon or following the dissolution and winding up of the Company pursuant to this Article XIII, but prior to such Member receiving the full amount of Distributions from the Company to which such Member is entitled pursuant to this Article XIII, shall be liable to the Company for all damages (including all lost profits and special, indirect and consequential damages) directly or indirectly caused by the withdrawal or resignation of such Member. Upon a Transfer of all of a Member’s Units in a Transfer permitted by this Agreement, subject to the provisions of Section 10.06, such Member shall cease to be a Member. Section 13.02 Termination of Rights of LLC Optionees. With respect to each LLC Optionee, all rights of such Person to exercise a Redemption Right hereunder pursuant to Article XI or to become a Member hereunder pursuant to Article XII, and all other rights afforded such Person hereunder in his or her capacity as an LLC Optionee, shall automatically terminate upon the expiration or other termination (whether as a result of exercise in full, forfeiture, death, disability, termination of employment or otherwise) of all LLC Options awarded by the Company to such Person (except to the extent the Company substantially simultaneously novates or reissues an LLC Option to such Person or his or her heirs), and upon such expiration or termination such Person shall cease to be an LLC Optionee hereunder. ARTICLE XIV.
Withdrawal and Resignation Termination of Rights. 37 Section 13.01 Withdrawal and Resignation of Members 37 ARTICLE XIV DISSOLUTION AND LIQUIDATION 38 Section 14.01 Dissolution 38 Section 14.02 Winding up 38 Section 14.03 Deferment; Distribution in Kind 39 Section 14.04 Cancellation of Certificate 39 Section 14.05 Reasonable Time for Winding Up 40 Section 14.06 Return of Capital 40 ARTICLE XV GENERAL PROVISIONS 40 Section 15.01 Power of Attorney 40 Section 15.02 Confidentiality 41 Section 15.03 Amendments 41 Section 15.04 Title to Company Assets 42 Section 15.05 Addresses and Notices 42 Section 15.06 Binding Effect; Intended Beneficiaries 44 Section 15.07 Creditors 44 Section 15.08 Waiver 44 Section 15.09 Counterparts 44 Section 15.10 Applicable Law 44 Section 15.11 Severability 44 Section 15.12 Further Action 45 Section 15.13 Execution and Delivery by Electronic Signature and Electronic Transmission 45 Section 15.14 Right of Offset 45 Section 15.15 Entire Agreement 45 Section 15.16 Remedies 45 Section 15.17 Descriptive Headings; Interpretation 46
Withdrawal and Resignation Termination of Rights. 43 Section 13.01 Withdrawal and Resignation of Members 43 Section 13.02 Termination of Rights of LLC Optionees 43 Article XIV.
Withdrawal and Resignation Termination of Rights. 46 13.01 Withdrawal and Resignation of Members 46 ARTICLE XIV. DISSOLUTION AND LIQUIDATION 47 14.01 Dissolution 47 14.02 Winding up and Termination 47 14.03 Deferment; Distribution in Kind 48 14.04 Cancellation of Certificate 48 14.05 Reasonable Time for Winding Up 48 14.06 Return of Capital 49 ARTICLE XV. VALUATION 50 15.01 Determination 50 15.02 Dispute Resolution 50
Withdrawal and Resignation Termination of Rights. Section 13.01Withdrawal and Resignation of Members. No Member shall have the power or right to withdraw or otherwise resign as a Member from the Company prior to the dissolution and winding up of the Company pursuant to Article XIV. Any Member, however, that attempts to withdraw or otherwise resign as a Member from the Company without the prior written consent of the Manager upon or following the dissolution and winding up of the Company pursuant to Article XIV, but prior to such Member receiving the full amount of Distributions from the Company to which such Member is entitled pursuant to Article XIV, shall be liable to the Company for all damages (including all lost profits and special, indirect and consequential damages) directly or indirectly caused by the withdrawal or resignation of such Member. Upon a Transfer of all of a Member’s Units in a Transfer permitted by this Agreement, subject to the provisions of Section 10.06, such Member shall cease to be a Member.
Withdrawal and Resignation Termination of Rights. 57 Section 13.01 Withdrawal and Resignation of Limited Partners .................................57 Article
Withdrawal and Resignation Termination of Rights
