Common use of Withdrawal Events Clause in Contracts

Withdrawal Events. (Applies ONLY if Multi-Member): In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s), or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member(s), or the occurrence of any other event which terminates the continued membership of a Member(s) in the Company pursuant to the Statutes (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company shall terminate sixty (60) days after notice to the Member(s) of such withdrawal Event unless the business of the Company is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s), the Company shall not terminate, irrespective of applicable law, if within the aforesaid sixty-day period the remaining Member(s), by the unanimous vote or consent of the Member(s) (other than the Member(s) who caused the Withdrawal Event), shall elect to continue the business of the Company. In the event of a Withdrawal Event with respect to a Member(s), any successor in interest to such Member(s) (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) in the Company, other than the allocations and distributions to which such Member(s) is entitled, unless such successor in interest is admitted as a Member(s) in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) shall occur if such Member(s): (1) applies for or consents to the appointment of a receiver, trustee or liquidator of all or a substantial part of their assets; or (2) makes a general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency, readjustment of debt or similar law or statute, or an answer admitting the material allegations of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; or

Withdrawal Events. (Applies ONLY if Multi-Member): In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s)Member, or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member(s)Member, or the occurrence of any other event which terminates the continued membership of a Member(s) Member in the Company pursuant to the Statutes (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company shall terminate sixty (60) days after notice to the Member(s) Members of such withdrawal Event unless the business of the Company is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s)Member, the Company shall not terminate, irrespective of applicable law, if within the aforesaid sixty-sixty day period the remaining Member(s)Members, by the unanimous vote or consent of the Member(s) Members (other than the Member(s) Member who caused the Withdrawal Event), shall elect to continue the business of the Company. In the event of a Withdrawal Event with respect to a Member(s)an Member, any successor in interest to such Member(s) Member (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) Member in the Company, other than the allocations and distributions to which such Member(s) Member is entitled, unless such successor in interest is admitted as a Member(s) Member in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) Member shall occur if such Member(s): Member: (1) applies for or consents to the appointment of a receiver, trustee or liquidator of all or a substantial part of their assets; or (2) makes a general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency, readjustment of debt or similar law or statute, or an answer admitting the material allegations of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; oror (6) an order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall continue unstayed and in effect for thirty days.

Withdrawal Events. (Applies ONLY if Multi-Member): In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s), or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member(s), or the occurrence of any other event which terminates the continued membership of a Member(s) in the Company pursuant to the Statutes (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company shall terminate sixty (60) days after notice to the Member(s) of such withdrawal Event unless the business of the Company is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s), the Company shall not terminate, irrespective of applicable law, if within the aforesaid sixty-day period the remaining Member(s), by the unanimous vote or consent of the Member(s) (other than the Member(s) who caused the Withdrawal Event), shall elect to continue the business of the Company. In the event of a Withdrawal Event with respect to a Member(s), any successor in interest to such Member(s) (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) in the Company, other than the allocations and distributions to which such Member(s) is entitled, unless such successor in interest is admitted as a Member(s) in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) shall occur if such Member(s): (1) applies for or consents to the appointment of a receiver, trustee or liquidator of all or a substantial part of their assets; or (2) makes a general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency, readjustment of debt or similar law or statute, or an answer admitting the material allegations of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; oror (6) an order, judgment or decree shall be entered, with or without the application, approval or consent of such Member(s), by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member(s), and such order, judgment or decree shall be entered, with or without the application, approval or consent of such Member(s), by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member(s), and such order, judgment or decree shall continue unstayed and in effect for thirty (30) days.

Withdrawal Events. (Applies ONLY if Multi-Member): In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s)Member, or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member(s)Member, or the occurrence of any other event which terminates the continued membership of a Member(s) Member in the Company pursuant to the Statutes (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company shall terminate sixty (60) days after notice to the Member(s) Members of such withdrawal Event unless the business of the Company is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s)Member, the Company shall not terminate, irrespective of applicable law, if within the aforesaid sixty-day period the remaining Member(s)Members, by the unanimous vote or consent of the Member(s) Members (other than the Member(s) Member who caused the Withdrawal Event), shall elect to continue the business of the Company. In the event of a Withdrawal Event with respect to a Member(s)Member, any successor in interest to such Member(s) Member (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) Member in the Company, other than the allocations and distributions to which such Member(s) Member is entitled, unless such successor in interest is admitted as a Member(s) Member in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) Member shall occur if such Member(s): Member: (1) applies for or consents to the appointment of a receiver, trustee or liquidator of all or a substantial part of their assets; or (2) makes a general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency, readjustment of debt or similar law or statute, or an answer admitting the material allegations of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; oror (6) an order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall continue unstated and in effect for thirty (30) days.

Withdrawal Events. (Applies ONLY if Multi-Member): In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s)Member, or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member(s)Member, or the occurrence of any other event which terminates the continued membership of a Member(s) Member in the Company pursuant to the Statutes (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company shall terminate sixty (60) days after notice to the Member(s) Members of such withdrawal Event unless the business of the Company is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s)Member, the Company shall not terminate, irrespective of applicable law, if within the aforesaid sixty-sixty day period the remaining Member(s)Members, by the unanimous vote or consent of the Member(s) Members (other than the Member(s) Member who caused the Withdrawal Event), shall elect to continue the business of the Company. In the event of a Withdrawal Event with respect to a Member(s)an Member, any successor in interest to such Member(s) Member (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) Member in the Company, other than the allocations and distributions to which such Member(s) Member is entitled, unless such successor in interest is admitted as a Member(s) Member in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) Member shall occur if such Member(s): Member: (1) applies for or consents to the appointment of a receiver, trustee or liquidator of all or a substantial part of their assets; or (2) makes a general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency, readjustment of debt or similar law or statute, or an answer admitting the material allegations of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; or

Withdrawal Events. (Applies ONLY if Multi-Member): In the event If any of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s), or an event of bankruptcy or insolvency, as hereinafter defined, following shall occur with respect to a Member(s)Member or a Parent (each, a "Withdrawal Event"): (a) a receiver, liquidator, assignee, custodian, trustee, conservator, sequestrator (or other similar official) shall take possession of a Member or Parent or any substantial part of its property without its consent, or a court having jurisdiction in the occurrence of any other event which terminates the continued membership premises shall enter a decree or order for relief in respect of a Member(s) Member or Parent in the Company pursuant to the Statutes an involuntary case under any applicable bankruptcy, insolvency, moratorium or other similar law now or hereafter in effect, or appointing a receiver, liquidator, assignee, custodian, trustee, conservator, sequestrator (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company shall terminate sixty (60) days after notice to the Member(sor other similar official) of such withdrawal Event unless Member or Parent or for any substantial part of its property, or ordering the business winding-up or liquidation of its affairs and such decree or order shall remain unstayed and in effect for a period of 60 consecutive days; (b) a Member or Parent shall commence a voluntary case under any applicable bankruptcy, insolvency, moratorium or other similar law now or hereafter in effect, or shall consent to the Company is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s), the Company shall not terminate, irrespective entry of applicable an order for relief in an involuntary case under any such law, if within the aforesaid sixty-day period the remaining Member(s), by the unanimous vote or shall consent of the Member(s) (other than the Member(s) who caused the Withdrawal Event), shall elect to continue the business of the Company. In the event of a Withdrawal Event with respect to a Member(s), any successor in interest to such Member(s) (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) in the Company, other than the allocations and distributions to which such Member(s) is entitled, unless such successor in interest is admitted as a Member(s) in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) shall occur if such Member(s): (1) applies for or consents to the appointment of or taking possession by a receiver, trustee liquidator, assignee, trustee, custodian, conservator, sequestrator (or liquidator other similar official) of all such Member or a Parent or of any substantial part of their assets; its property, or (2) makes a shall make any general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency, readjustment of debt or similar law or statute, or an answer admitting the material allegations shall take any corporate action in furtherance of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; or (c) a Member or Parent shall commence proceedings to dissolve or liquidate; then, such Member shall be obligated to withdraw from the Company, and the non withdrawing Member shall have the option (the "Buy Out Option"), which option may be delegated to any of such Member's Affiliates, to acquire the Interest of the withdrawing Member at Fair Market Value in accordance with the terms of Section 9.05.

Withdrawal Events. (Applies ONLY if Multi-Member): In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s)Member, or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member(s)Member, or the occurrence of any other event which terminates the continued membership of a Member(s) Member in the Company Collective pursuant to the Statutes (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company Collective shall terminate sixty (60) days after notice to the Member(s) of such withdrawal Event unless the business of the Company Collective is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s)Member, the Company Collective shall not terminate, irrespective of applicable law, if within the aforesaid sixty-day period the remaining Member(s), by the unanimous vote or consent of the Member(s) (other than the Member(s) Member who caused the Withdrawal Event), shall elect to continue the business of the CompanyCollective. In the event of a Withdrawal Event with respect to a Member(s)Member, any successor in interest to such Member(s) Member (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) in the CompanyCollective, other than the allocations and distributions to which such Member(s) Member is entitled, entitled unless such successor in interest is admitted as a Member(s) Member in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) Member shall occur if such Member(s): Member: (1) applies for or consents to the appointment of a receiver, trustee or liquidator of all or a substantial part of their assets; or (2) makes a general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency, readjustment of debt or similar law or statute, or an answer admitting the material allegations of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; oror (6) an order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall continue unstated and in effect for thirty (30) days.

Withdrawal Events. (Applies ONLY if Multi-Member): In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s)Member, or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member(s)Member, or the occurrence of any other event which terminates the continued membership of a Member(s) Member in the Company pursuant to the Statutes (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company shall terminate sixty (60) days after notice to the Member(s) the.Members of such withdrawal Event withdrawal’Event unless the business of the Company is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s)Member, the Company shall not terminate,, irrespective of applicable law, if within the aforesaid sixty-sixty day period the remaining Member(s), Members* by the unanimous vote or Or consent of the Member(s) Members (other than the Member(s) die Member who caused the die Withdrawal Event), shall elect to continue the business of the Company. In the event of a Withdrawal Event with respect to a Member(s)Member, any successor in interest to such Member(s) Member (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) Member in the Company, other Other than the allocations and distributions to which winch such Member(s) Member is entitled, unless such successor in interest is admitted as a Member(s) Member in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) Member shall occur if such Member(s): Member: (1) applies for or consents to the appointment of a receiver, trustee or liquidator of all or a substantial part of their assets; or (2) makes a general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files files' a voluntary petition in bankruptcy or Or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency.insolvency, readjustment of debt or similar law or statute, or an answer admitting the material thematenal allegations of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or of similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; oror (6) an order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order* judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of.such Member* and such order, judgment or decree shall continue unstated and in effect for thirty (30) days:

Withdrawal Events. (Applies ONLY if Multi-Member): In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member(s)Member, or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member(s)Member, or the occurrence of any other event which terminates the continued membership of a Member(s) Member in the Company pursuant to the Statutes (each of the foregoing being hereinafter referred to as a “Withdrawal Event”), the Company shall terminate sixty (60) days after notice to the Member(s) Members of such withdrawal Event unless the business of the Company is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to a Member(s)Member, the Company shall not terminate, irrespective of applicable law, if within the aforesaid sixty-sixty day period the remaining Member(s)Members, by the unanimous vote or consent of the Member(s) Members (other than the Member(s) Member who caused the Withdrawal Event), shall elect to continue the business of the Company. In the event of a Withdrawal Event with respect to a Member(s)Member, any successor in interest to such Member(s) Member (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall not become entitled to any rights or interests of such Member(s) Member in the Company, other than the allocations and distributions to which such Member(s) Member is entitled, unless such successor in interest is admitted as a Member(s) Member in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member(s) Member shall occur if such Member(s): Member: (1) applies for or consents to the appointment of a receiver, trustee or liquidator of all or a substantial part of their assets; or (2) makes a general assignment for the benefit of creditors; or (3) is adjudicated a bankrupt or an insolvent; or (4) files a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors or to take advantage of any bankruptcy, insolvency, readjustment of debt or similar law or statute, or an answer admitting the material allegations of a petition filed against them in any bankruptcy, insolvency, readjustment of debt or similar proceedings; or (5) takes any action for the purpose of effecting any of the foregoing; oror (6) an order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall be entered, with or without the application, approval or consent of such Member, by any court of competent jurisdiction, approving a petition for or appointing a receiver or trustee of all or a substantial part of the assets of such Member, and such order, judgment or decree shall continue unstated and in effect for thirty (30) days.