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 an 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:
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. If certain events such as death, withdrawal, expulsion, retirement, the event of a bankruptcy or insolvency (defined herein), dissolution of a Member, or other event that shall effectively terminate a Members continued Membership in the Company in line with the Statutes (each item referred to individually as a Withdrawal Event and in aggregate as Withdrawal Events) the Company will be terminated sixty days after notice has been given to Members about the Withdrawal Event unless the Company’s business is to continue as provided herein. Irrespective of a Withdrawal Event of a Member, the Company will continue to function and will not be terminated, if within the sixty day period after the Members have received notice, the Members that still hold Membership in the Company, not inclusive of the Member which triggered the Withdrawal Event, have a unanimous affirmative vote to continue the business affairs of the Company. When a Withdrawal Event of a Member occurs, successors of the interests of the Members will not be entitled to the rights of that the Member held in the Company except for the allocations and distributions that the Member was previously entitled to. This holds true unless the holder of the successor interest is admitted to the Company in line with this Agreement. The Withdrawal Event related to bankruptcy and or insolvency will be deemed to occur if the Member:
1. Applies or allows the appointment of someone to be a receiver, trustee, or liquidator of all their assets or a substantial portion of their assets. ‘Substantial’ to be defined by the Members by majority Members percentage interests vote.
2. Makes a general assignment to the benefit of their creditors 3. Is judged to be a bankrupt or an insolvent
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, w...
Withdrawal Events. (a) The Company shall not be dissolved upon the Bankruptcy, dissolution, death, or adjudication of incompetency of a Member (any of which events being hereinafter referred to as a "Withdrawal Event" and the Member with respect to whom the Withdrawal Event occurred being hereinafter referred to as the "Withdrawing Member"), and the occurrence of a Withdrawal Event shall not, in and of itself, trigger the dissociation of the Withdrawing Member.
(b) If a Member who is an individual dies or a court of competent jurisdiction adjudges him to be incompetent to manage his or her person or his or her property, the Member's executor, administrator, guardian, conservator, or other legal representative may exercise all of the Member's rights for the purpose of settling his or her estate or administering his or her property.
(c) Upon a Withdrawal Event with respect to any Member, the Managers shall admit the successor-in-interest of the Withdrawing Member as a Member succeeding to all rights of the Withdrawing Member; provided, however, that if the Withdrawing Member was a Manager, a successor Manager shall be designated pursuant to Section 5.11. The admission of a successor-in-interest of a Withdrawing Member as a Member, without more, shall not release the Withdrawing Member from any liability or obligations to the Company or to the other Members that existed prior to such admission.
(d) Section 14-10-000 xx the Georgia Act which provides for the payment of the fair market value of a Member's interest in the Company upon an event of dissociation (other than the voluntary withdrawal of a Member or the redemption or transfer of a Member's Membership Interest) that does not result in dissolution shall not create any obligation of the Company to pay the fair market value of a Withdrawing Member's Membership Interest upon the occurrence of a Withdrawal Event.
Withdrawal Events. 25 ARTICLE XIII.
Withdrawal Events. A Participant may withdraw (the "Withdrawing Participant") as set forth below.
Withdrawal Events. Managing Member shall not permit any Investor to withdraw from Borrower or Acadia Investors II without the prior written consent of Administrative Agent and Required Lenders.
Withdrawal Events. Vor dem Vollzug können die Verkäufer (nur gemeinsam) von diesem Vertrag zurücktreten, wenn 16.
Withdrawal Events
