Common use of Withdrawal Events Clause in Contracts

Withdrawal Events. In the event of the death, retirement, withdrawal, expulsion, or dissolution of a Member, or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member, or the occurrence of any other event which terminates the continued membership of a 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 days after notice to the 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, the Company shall not terminate, irrespective of applicable law, if within aforesaid sixty-day period the remaining Members, by the unanimous vote or consent of the Members (other than the 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, any successor in interest to such 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 in the Company, other than the allocations and distributions to which such Member is entitled, unless such successor in interest is admitted as a Member in accordance with this Agreement. An “event of bankruptcy or insolvency” with respect to a Member shall occur if such 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 (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. In the event of the If certain events such as death, retirement, withdrawal, expulsion, retirement, the event of a bankruptcy or insolvency (defined herein), dissolution of a Member, or an event of bankruptcy or insolvency, as hereinafter defined, with respect to a Member, or the occurrence of any other event which terminates the that shall effectively terminate a Members continued membership of a Member Membership in the Company pursuant to in line with the Statutes (each of the foregoing being hereinafter item referred to individually as a “Withdrawal Event”), Event and in aggregate as Withdrawal Events) the Company shall terminate will be terminated sixty days after notice has been given to Members about the Members of such withdrawal Withdrawal Event unless the Company’s business is to continue as provided herein. Irrespective of the Company is continued as hereinafter provided. Notwithstanding a Withdrawal Event with respect to of a Member, the Company shall will continue to function and will not terminate, irrespective of applicable lawbe terminated, if within aforesaid sixty-the sixty day period after the remaining MembersMembers have received notice, by the unanimous vote or consent Members that still hold Membership in the Company, not inclusive of the Members (other than the Member who caused which triggered the Withdrawal Event), shall elect have a unanimous affirmative vote to continue the business affairs of the Company. In the event of When a Withdrawal Event with respect to of a MemberMember occurs, any successor in interest to such Member (including without limitation any executor, administrator, heir, committee, guardian, or other representative or successor) shall successors of the interests of the Members will not become be entitled to any the rights or interests of such that the Member held in the Company, other than Company except for the allocations and distributions to which such that the Member is entitled, was previously entitled to. This holds true unless such the holder of the successor in interest is admitted as a Member to the Company in accordance line with this Agreement. An “event of The Withdrawal Event related to bankruptcy and or insolvency” with respect insolvency will be deemed to a Member shall occur if such the Member: (1) applies for Applies or consents to allows the appointment of someone to be a receiver, trustee trustee, or liquidator of all their assets or a substantial part portion of their assets; or (2) makes . ‘Substantial’ to be defined by the Members by majority Members percentage interests vote. Makes a general assignment for to the benefit of creditors; or (3) is adjudicated their creditors Is judged to be a bankrupt or an insolvent; or (4) insolvent Voluntarily files a voluntary petition in bankruptcy or a petition or an answer to creditors seeking an arrangement with creditors or to take that takes advantage of any bankruptcy, insolvency, readjustment of debt or any legal recourse 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 nature. Takes any action for the purpose of effecting to bring about any of the foregoing; or (6) an order, judgment previous items A judgement or decree shall be enteredis taken, whether with or without an application or the application, approval or consent of such the Member, by any a court of competent jurisdiction, approving a the appointment or petition for or appointing the appointment of a receiver or trustee of for all or a substantial part portion of the Member’s assets of such Member, and such order, judgment the order 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 judgement shall continue unstayed and in effect for thirty days. .