Pennsylvania Clauses Relating to Termination and Liquidation of Venture
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How to fill out Clauses Relating To Termination And Liquidation Of Venture?
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--Unless otherwise restricted in the bylaws, any action required or permitted to be taken at a meeting of the shareholders or of a class of shareholders of a business corporation may be taken without a meeting if a consent or consents to the action in record form are signed, before, on or after the effective date of ...
--Unless otherwise restricted in the bylaws, any action required or permitted to be approved at a meeting of the directors may be approved without a meeting by a consent or consents to the action in record form.
Standard Clause under Pennsylvania law requiring the breaching party to pay a predetermined amount to the non-breaching party as exclusive compensation for the breaching party's failure to perform a specific task or comply with a particular obligation.
A liquidated damages clause specifies a predetermined amount of money that must be paid as damages for failure to perform under a contract. The amount of the liquidated damages is supposed to be the parties' best estimate at the time they sign the contract of the damages that would be caused by a breach.
An example of liquidated damages is when a bank or person offers money in the form of a loan and the stipulated time of repayment ends before the completion of payment. The defaulting party must compensate for this damage as agreed in the contract.
--Damages for breach by either party may be liquidated in the agreement but only at an amount which is reasonable in the light of the anticipated or actual harm caused by the breach, the difficulties of proof of loss, and the inconvenience or nonfeasibility of otherwise obtaining an adequate remedy.
A liquidated damages clause is a means of ensuring that you are compensated if the party you hired fails to do the job. It should include a clause that sets out the specific amount of damages you are to receive if a specific type of breach occurs.
Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS.