Conduct of Winding-Up. (a) The following Persons are authorized to wind up the business of the Partnership: (1) First, the Partners who have not withdrawn may wind up the Partnership's business; (2) Second, the legal representative of the last surviving Partner may wind up the Partnership's business; or (3) any Person appointed by a court to carry out the winding up. (b) To the extent appropriate for winding up, as soon as reasonably practicable, and in the name of and for and on behalf of the Partnership, a Person winding up the Partnership's business may: (1) prosecute and defend civil, criminal, or administrative suits; (2) settle and close the Partnership's business; (3) dispose of and convey Partnership Property; (4) satisfy or provide for the satisfaction of the Partnership's liabilities; (5) distribute to the Partners any remaining Partnership Property; and (6) perform any other necessary act. (c) A Person winding up the Partnership's business may continue the business of the Partnership in whole or in part, including delaying the disposition of Partnership Property, but only for the limited period necessary to avoid unreasonable loss of the Partnership Property or business.
Appears in 4 contracts
Samples: Partnership Agreement, Partnership Agreement, Partnership Agreement
