Authority to Wind Up. The General Partner may, from time to time, cause the Fund to enter into (and modify and terminate), agreements with such person(s) as the General Partner may from time to time select, authorizing such person(s) (a “Liquidating Agent”) to wind up the Fund’s affairs in the event that the Fund is subsequently dissolved by reason of the General Partner’s cessation as a general partner as provided in Section 13.1.2; provided that the total compensation the Fund may become obligated to pay to such Liquidating Agent(s) during such winding up period will not exceed 0.375% per month (1.5% per annum) of the Net Asset Value of the Fund, assessed as of the first day of each such month. If no such agreement has been entered into, or is in effect, as of the time of any such dissolution, then the person designated by court decree or by a Majority in Interest of the Limited Partners will wind up the affairs of the Fund and will be entitled to compensation as approved by the court or by the Consent of a Majority in Interest of the Limited Partners.
Authority to Wind Up. To the extent that the Liquidating Agent is a Person other than the Manager or its designee, the Company or the applicable Series may enter into (and modify and terminate) agreements with such Person(s), authorizing such Person (s) to wind up a Series’ or the Company’s affairs. The Company or the applicable Series shall pay such Liquidating Agent such commercially reasonable amount as is negotiated between the parties. If no such agreement has been entered into, or is in effect, as of the time of any such dissolution, then the Liquidating Agent (if a Person other than the Manager or its designee) shall be entitled to compensation as approved by court decree or by the consent of a Majority-in-Interest of the Company.
Authority to Wind Up. The Managers shall have all necessary power and authority required to marshal the assets of the LLC, to pay its creditors, to distribute assets and otherwise wind up the business and affairs of the LLC. In particular, the Managers shall have the authority to continue to conduct the business and affairs of the LLC insofar as such continued operation remains consistent, in the judgment of the Managers, with the orderly winding up of the LLC.
Authority to Wind Up. The Manager has all necessary power required to marshal the assets of the Company, to pay its creditors, to distribute assets and otherwise wind up the business and affairs of the Company. The Manager has the power to continue to conduct the business and affairs of the Company during the period of liquidation of the Company consistent, in the Manager’s judgment, with the orderly winding up of the Company.
Authority to Wind Up. The Officers shall have all necessary power and authority required to marshal the assets of the Company, to pay its creditors, to distribute assets and otherwise wind up the business and affairs of the Company. In particular, the Officers shall have the authority to continue to conduct the business and affairs of the Company insofar as such continued operation remains consistent, in the judgment of the Officers, with the orderly winding up of the Company.
Authority to Wind Up. The Management Committee will have all -------------------- necessary power and authority required to marshal the assets of the LLC, to pay its creditors, to distribute assets and otherwise wind up the business and affairs of the LLC, including without limitation the authority to continue to conduct the business and affairs of the LLC insofar as such continued operation remains consistent, in the judgment of the Management Committee, with the orderly winding up of the LLC.
Authority to Wind Up. 24 13.4 Winding Up; Certificate of Cancellation......................................24 13.5
Authority to Wind Up. If dissolution occurs for any reason, the Managing General Partner (unless such Managing General Partner has ceased to be a General Partner pursuant to Section 14.1(A)(2), (3) or (8), shall have the authority to wind up the business and affairs of the Partnership. The Managing General Partner shall name upon its withdrawal, dissolution, liquidation, or removal a legal representative who will have such authority to wind up the business and affairs of the Partnership upon such event. If the Partnership is dissolved by all General Partners ceasing to be General Partners pursuant to Section 14.1(A)(2) or (3), any Person designated by a decree of court or designated by vote of a Majority Interest shall wind up the affairs of the Partnership and shall be entitled to compensation therefor as approved by the court or a vote of a Majority Interest.
Authority to Wind Up. Except as otherwise provided in the LLC Law, in the event that the winding up of the affairs of the Company shall be required under this Agreement or the LLC Law, the winding up activities and functions shall be managed and conducted by all Members or a committee thereof determined by the required vote of the Members for such purpose.
Authority to Wind Up. The Manager may, from time to time, cause a Series to enter into (and modify and terminate), agreements with such person(s) as the Manager may from time to time select, authorizing such person(s) (“Liquidating Agent”) to wind up a Series’ or AVGF’s affairs in the event that the Series or AVGF is dissolved subsequently by reason of the Manager’s cessation as a Manager as provided in Section 12.1.3. The amount to pay to such Liquidating Agent(s) during such winding up period shall be negotiated at that time. If no such agreement has been entered into, or is in effect, as of the time of any such dissolution, then the person designated by court decree or by a Majority in Interest of the Members will wind up the affairs of AVGF and will be entitled to compensation as approved by the court or by the consent of a Majority in Interest of the Members.
