Common use of Withdrawal and Resignation Termination of Rights Clause in Contracts

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. 53 48 Section 13.01 Withdrawal and Resignation of Members 53 48 ARTICLE XIV DISSOLUTION AND LIQUIDATION 54 49 Section 14.01 Dissolution 54 49 Section 14.02 Winding up 54 49 Section 14.03 Deferment; Distribution in Kind 55 50 Section 14.04 Cancellation of Certificate 55 50 Section 14.05 Reasonable Time for Winding Up 55 50 Section 14.06 Return of Capital 55 51 ARTICLE XV GENERAL PROVISIONS 56 51 Section 15.01 Power of Attorney 56 51 Section 15.02 Confidentiality 56 51 Section 15.03 Amendments 57 52 Section 15.04 Title to Company Assets 58 53 Section 15.05 Addresses and Notices 58 53 Section 15.06 Binding Effect; Intended Beneficiaries 59 54 Section 15.07 Creditors 59 54 Section 15.08 Waiver 59 54 Section 15.09 Counterparts 59 54 Section 15.10 Applicable Law 59 54 Section 15.11 Severability 60 55 Section 15.12 Further Action 60 55 Section 15.13 Execution and Delivery by Electronic Signature and Electronic Transmission 60 55 Section 15.14 Right of Offset 60 55 Section 15.15 Entire Agreement 60 55 Section 15.16 Remedies 61 56 Section 15.17 Descriptive Headings; Interpretation 61 56 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 [___], [____] 2022 (the “Effective Date”), is entered into by and among the Company, [American Oncology Network, Inc.], a Delaware corporation (the “Corporation”), as the managing member of the Company, and each of the other Members (as defined herein).

Withdrawal and Resignation Termination of Rights. 53 55 Section 13.01 Withdrawal and Resignation of Members 53 55 ARTICLE XIV DISSOLUTION AND LIQUIDATION 54 55 Section 14.01 Dissolution 54 55 Section 14.02 Winding up 54 56 Section 14.03 Deferment; Distribution in Kind 55 57 Section 14.04 Cancellation of Certificate 55 57 Section 14.05 Reasonable Time for Winding Up 55 57 Section 14.06 Return of Capital 55 57 ARTICLE XV GENERAL PROVISIONS 56 58 Section 15.01 Power of Attorney 56 58 Section 15.02 Confidentiality 56 58 Section 15.03 Amendments 57 59 Section 15.04 Title to Company Assets 58 60 Section 15.05 Addresses and Notices 58 60 Section 15.06 Binding Effect; Intended Beneficiaries 59 61 Section 15.07 Creditors 59 61 Section 15.08 Waiver 59 61 Section 15.09 Counterparts 59 62 Section 15.10 Applicable Law 59 62 Section 15.11 Severability 60 62 Section 15.12 Further Action 60 62 Section 15.13 Execution and Delivery by Electronic Signature and Electronic Transmission 60 62 Section 15.14 Right of Offset 60 63 Section 15.15 Entire Agreement 60 63 Section 15.16 Remedies 61 63 Section 15.17 Descriptive Headings; Interpretation 61 63 Section 15.18 Holding Company 64 Section 15.19 Voting of Units in Xxxx LLC 64 Schedules Schedule 1 - Schedule of Pre-Business Combination Members Schedule 2 - Schedule – Officers as of Members Schedule 3 - Initial Officers the Effective Date 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 NETWORKiii NEW XXXX SPECIALTY, 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 NetworkNew Xxxx Specialty, LLC, a Delaware limited liability company (the “Company”), dated as of [___]July 5, [____] 2023 (the “Effective Date”), is entered into by and among the Company, [American Oncology NetworkXxxx Specialty Holdings, Inc.], a Delaware corporation (the “Corporation”), as the managing member of the Company, and each of the other Members (as defined herein).

Withdrawal and Resignation Termination of Rights. 53 57 Section 13.01 Withdrawal and Resignation of Members 53 57 ARTICLE XIV XIV. DISSOLUTION AND LIQUIDATION 54 58 Section 14.01 Dissolution 54 58 Section 14.02 Winding up 54 Liquidation and Termination 58 Section 14.03 Deferment; Distribution in Kind 55 59 Section 14.04 Cancellation of Certificate 55 59 Section 14.05 Reasonable Time for Winding Up 55 59 Section 14.06 Return of Capital 55 60 ARTICLE XV XV. VALUATION 60 Section 15.01 Determination 60 Section 15.02 Dispute Resolution 60 ARTICLE XVI. GENERAL PROVISIONS 56 60 Section 15.01 16.01 Power of Attorney 56 60 Section 15.02 16.02 Confidentiality 56 61 Section 15.03 16.03 Amendments 57 63 Section 15.04 16.04 Title to Company Assets 58 64 Section 15.05 16.05 Addresses and Notices 58 64 Section 15.06 16.06 Binding Effect; Effect; Intended Beneficiaries 59 65 Section 15.07 16.07 Creditors 59 65 Section 15.08 16.08 Waiver 59 65 Section 15.09 16.09 Counterparts 59 65 Section 15.10 16.10 Applicable Law 59 Law; Jurisdiction; Court Proceedings; Waiver of Jury Trial 66 Section 15.11 16.11 Severability 60 66 Section 15.12 16.12 Further Action 60 66 Section 15.13 Execution and 16.13 Conflict 66 Section 16.14 Delivery by Electronic Signature and Electronic Transmission 60 67 Section 15.14 16.15 Right of Offset 60 67 Section 15.15 16.16 Entire Agreement 60 67 Section 15.16 16.17 Remedies 61 67 Section 15.17 16.18 Bank Member Representative 67 Section 16.19 Descriptive Headings; Headings; Interpretation 61 Schedules Schedule 1 - Schedule 68 Annexures Annex I – List of Pre-Business Combination Bank Members Schedule 2 - Schedule of Members Schedule 3 - Initial Officers A – Schedule of Members (immediately prior to the Effective Time) Schedule B – Schedule of Members (after giving effect to the Recapitalization) Exhibits Exhibit A – Form of Joinder Agreement Exhibit B-1 B – Form of Agreement and Consent of Spouse Exhibit B-2 – Form of Spouse’s Confirmation of Separate Property AMERICAN ONCOLOGY NETWORK, Redemption Notice TRADEWEB MARKETS LLC THIRD FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT This THIRD FIFTH 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”) ), dated as of American Oncology Network[__], 2019, is entered into by and among Tradeweb Markets 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 its Members (as defined herein).

Withdrawal and Resignation Termination of Rights. 53 40 Section 13.01 Withdrawal and Resignation of Members 53 40 ARTICLE XIV DISSOLUTION AND LIQUIDATION 54 40 Section 14.01 Dissolution 54 40 Section 14.02 Winding up 54 41 Section 14.03 Deferment; Distribution in Kind 55 42 Section 14.04 Cancellation of Certificate 55 42 Section 14.05 Reasonable Time for Winding Up 55 42 Section 14.06 Return of Capital 55 43 ARTICLE XV GENERAL PROVISIONS 56 43 Section 15.01 Power of Attorney 56 43 Section 15.02 Confidentiality 56 43 Section 15.03 Amendments 57 44 Section 15.04 Title to Company Assets 58 45 Section 15.05 Addresses and Notices 58 45 Section 15.06 Binding Effect; Intended Beneficiaries 59 46 Section 15.07 Creditors 59 46 Section 15.08 Waiver 59 47 Section 15.09 Counterparts 59 47 Section 15.10 Applicable Law 59 47 Section 15.11 Severability 60 47 Section 15.12 Further Action 60 47 Section 15.13 Execution and Delivery by Electronic Signature and Electronic Transmission 60 47 Section 15.14 Right of Offset 60 48 Section 15.15 Entire Agreement 60 48 Section 15.16 Remedies 61 48 Section 15.17 Descriptive Headings; Interpretation 61 48 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 NETWORKRXXX SPECIALTY GROUP, LLC THIRD SEVENTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT This THIRD SEVENTH 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 NetworkRxxx Specialty Group, LLC, a Delaware limited liability company (the “Company”), dated as of [___]September 30, [____] 2021 (the “Effective Date”), is entered into by and among the Company, [American Oncology NetworkRxxx Specialty Group Holdings, Inc.], a Delaware corporation (the “Corporation”), as the managing member of the Company, and each of the other Members (as defined herein).

Withdrawal and Resignation Termination of Rights. 53 55 Section 13.01 Withdrawal and Resignation of Members 53 55 ARTICLE XIV DISSOLUTION AND LIQUIDATION 54 55 Section 14.01 Dissolution 54 55 Section 14.02 Winding up 54 56 Section 14.03 Deferment; Distribution in Kind 55 57 Section 14.04 Cancellation of Certificate 55 57 Section 14.05 Reasonable Time for Winding Up 55 57 Section 14.06 Return of Capital 55 57 ARTICLE XV GENERAL PROVISIONS 56 58 Section 15.01 Power of Attorney 56 58 Section 15.02 Confidentiality 56 58 Section 15.03 Amendments 57 59 Section 15.04 Title to Company Assets 58 60 Section 15.05 Addresses and Notices 58 60 Section 15.06 Binding Effect; Intended Beneficiaries 59 61 Section 15.07 Creditors 59 61 Section 15.08 Waiver 59 61 Section 15.09 Counterparts 59 62 Section 15.10 Applicable Law 59 62 Section 15.11 Severability 60 62 Section 15.12 Further Action 60 62 Section 15.13 Execution and Delivery by Electronic Signature and Electronic Transmission 60 62 Section 15.14 Right of Offset 60 63 Section 15.15 Entire Agreement 60 63 Section 15.16 Remedies 61 63 Section 15.17 Descriptive Headings; Interpretation 61 63 Section 15.18 Holding Company 64 Section 15.19 Voting of Units in Xxxx LLC 64 Schedules Schedule 1 - Schedule of Pre-Business Combination Members Schedule 2 - Schedule – Officers as of Members Schedule 3 - Initial Officers the Effective Date 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 NETWORKiii NEW XXXX SPECIALTY, LLC THIRD SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT This THIRD SECOND 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 NetworkNew Xxxx Specialty, LLC, a Delaware limited liability company (the “Company”), dated as of [___]November 8, [____] 2022 (the “Effective Date”), is entered into by and among the Company, [American Oncology NetworkXxxx Specialty Holdings, Inc.], a Delaware corporation (the “Corporation”), as the managing member of the Company, and each of the other Members (as defined herein).

Withdrawal and Resignation Termination of Rights. 53 54 Section 13.01 Withdrawal and Resignation of Members 53 54 ARTICLE XIV DISSOLUTION AND LIQUIDATION 54 Section 14.01 Dissolution 54 Section 14.02 Winding up 54 55 Section 14.03 Deferment; Distribution in Kind 55 Section 14.04 Cancellation of Certificate 55 56 Section 14.05 Reasonable Time for Winding Up 55 56 Section 14.06 Return of Capital 55 56 ARTICLE XV GENERAL PROVISIONS 56 Section 15.01 Power of Attorney 56 Section 15.02 Confidentiality 56 57 Section 15.03 Amendments 57 58 Section 15.04 Title to Company Assets 58 59 Section 15.05 Addresses and Notices 58 59 Section 15.06 Binding Effect; Intended Beneficiaries 59 60 Section 15.07 Creditors 59 60 Section 15.08 Waiver 59 60 Section 15.09 Counterparts 59 60 Section 15.10 Applicable Law 59 60 Section 15.11 Severability 60 61 Section 15.12 Further Action 60 61 Section 15.13 Execution and Delivery by Electronic Signature and Electronic Transmission 60 61 Section 15.14 Right of Offset 60 61 Section 15.15 Entire Agreement 60 61 Section 15.16 Remedies 61 Section 15.17 Descriptive Headings; Interpretation 61 62 Section 15.18 Formation of Management Holdings 62 Schedules Schedule 1 - Schedule of Pre-Business Combination IPO 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 NETWORKXXXX SPECIALTY GROUP, LLC THIRD SIXTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT This THIRD SIXTH 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 NetworkXxxx Specialty Group, LLC, a Delaware limited liability company (the “Company”), dated as of [___], [____] 2021 (the “Effective Date”), is entered into by and among the Company, [American Oncology NetworkXxxx Specialty Group Holdings, Inc.], a Delaware corporation (the “Corporation”), as the managing member of the Company, and each of the other Members (as defined herein).

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 56 Section 14.06 Return of Capital 55 56 ARTICLE XV GENERAL PROVISIONS 56 Section 15.01 Power of Attorney 56 Section 15.02 Confidentiality 56 57 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 60 Section 15.10 Applicable Law 59 60 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 61 Section 15.15 Entire Agreement 60 61 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 FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT This THIRD FOURTH 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 [___]September 20, [____] 2023 (the “Effective Date”), is entered into adopted and made by and among the Company, [American Oncology Network, Inc.], a Delaware corporation (the “Corporation”), and each of the other Members (as defined herein), whose adoption is effective following the amendment and restatement of the Third Amended and Restated Limited Liability Company Agreement (as defined herein) by the requisite Members, as further specified in the Recitals.