Common use of Deemed Contribution and Distribution Clause in Contracts

Deemed Contribution and Distribution. Notwithstanding any other provision of this Article XII, in the event that the Company is liquidated within the meaning of Regulations section 1.704-1(b)(2)(ii)(g), but no Liquidating Event has occurred, the Company’s Assets shall not be liquidated, the Company’s liabilities shall not be paid or discharged and the Company’s affairs shall not be wound up. Instead, for federal income tax purposes the Company shall be deemed to have contributed all of its assets and liabilities to a new partnership in exchange for an interest in the new partnership; and immediately thereafter, distributed Company Units to the Members in the new partnership in accordance with their respective Capital Accounts in liquidation of the Company, and the new company is deemed to continue the business of the Company. Nothing in this Section 12.4 shall be deemed to have constituted any Assignee as a Substituted Member without compliance with the provisions of Section 10.4.

Deemed Contribution and Distribution. Notwithstanding any other provision of this Article XII13, in the event that the Company is liquidated within the meaning of Regulations section Section 1.704-1(b)(2)(ii)(g), but no Liquidating Event has occurred, the Company’s Assets Property shall not be liquidated, the Company’s liabilities shall not be paid or discharged and the Company’s affairs shall not be wound up. Instead, for federal income tax purposes the Company shall be deemed to have contributed all of its assets and liabilities to a new partnership in exchange for an interest in the new partnership; and immediately thereafter, distributed Company Units to the Members in the new partnership in accordance with their respective Capital Accounts in liquidation of the Company, and the new company partnership is deemed to continue the business of the Company. Nothing in this Section 12.4 13.3 shall be deemed to have constituted any a Transfer to an Assignee as a Substituted Member without compliance with the provisions of Section 10.411.4 or Section 13.3 hereof.

Deemed Contribution and Distribution. Notwithstanding any other provision of this Article XII13, in the event that the Company is liquidated within the meaning of Regulations section Section 1.704-1(b)(2)(ii)(g), but no Liquidating Event has occurred, the Company’s Assets Property shall not be liquidated, the Company’s liabilities shall not be paid or discharged and the Company’s affairs shall not be wound up. Instead, for federal income tax purposes the Company shall be deemed to have contributed all of its assets and liabilities to a new partnership in exchange for an interest in the new partnership; and immediately thereafter, distributed Company Units to the Members in the new partnership in accordance with their respective Capital Accounts in liquidation of the Company, and the new company partnership is deemed to continue the business of the Company. Nothing in this Section 12.4 13.3 shall be deemed to have constituted any a Transfer to an Assignee as a Substituted Member without compliance with the provisions of Section 10.411.4 or Section 13.3 hereof.

Deemed Contribution and Distribution. Notwithstanding any other provision of this Article XII13, in the event that the Company is liquidated within the meaning of Regulations section Section 1.704-1(b)(2)(ii)(g), but no Liquidating Event has occurred, the Company’s Assets shall not be liquidated, the Company’s liabilities shall not be paid or discharged and the Company’s affairs shall not be wound up. Instead, for federal income tax purposes purposes, the Company shall be deemed to have contributed all of its assets and liabilities to a new partnership limited liability company in exchange for an interest in the new partnershiplimited liability company; and immediately thereafter, distributed Company Units to the Members in the new partnership limited liability company in accordance with their respective Capital Accounts in liquidation of the Company, and the new limited liability company is deemed to continue the business of the Company. Nothing in this Section 12.4 13.3 shall be deemed to have constituted any Assignee as a Substituted Member without compliance with the provisions of Section 10.411.3 hereof.

Deemed Contribution and Distribution. Notwithstanding any other provision of this Article XII13, in the event that the Company is liquidated within the meaning of Regulations section Section 1.704-1(b)(2)(ii)(g), but no Liquidating Event has occurred, the Company’s Assets Property shall not be liquidated, the Company’s liabilities shall not be paid or discharged and the Company’s affairs shall not be wound up. Instead, for U.S. federal income tax purposes purposes, the Company shall be deemed to have contributed all of its assets and liabilities to a new partnership in exchange for an interest in the new partnership; and immediately thereafter, distributed Company Units to the Members in the new partnership in accordance with their respective Capital Accounts in liquidation of the Company, and the new company is partnership shall be deemed to continue the business of the Company. Nothing in this Section 12.4 13.3 shall be deemed to have constituted any Assignee as a Substituted Member without compliance with the provisions of Section 10.411.4 hereof.

Deemed Contribution and Distribution. Notwithstanding any other provision of this Article XII13, in the event that the Company is liquidated within the meaning of Regulations section Section 1.704-1(b)(2)(ii)(g), but no Liquidating Event has occurred, the Company’s Assets Property shall not be liquidated, the Company’s liabilities shall not be paid or discharged and the Company’s affairs shall not be wound up. Instead, for federal income tax purposes the Company shall be deemed to have contributed all of its assets and liabilities to a new partnership limited liability company in exchange for an interest in the new partnershiplimited liability company; and immediately thereafter, distributed Company Units to the Members in the new partnership limited liability company in accordance with their respective Capital Accounts in liquidation of the Company, and the new limited liability company is deemed to continue the business of the Company. Nothing in this Section 12.4 13.3 shall be deemed to have constituted any Assignee as a Substituted Member without compliance with the provisions of Section 10.411.3 hereof.

Deemed Contribution and Distribution. Notwithstanding any other provision of this Article XII, in the event that the Company is liquidated within the meaning of Regulations section 1.704-1(b)(2)(ii)(g), but no Liquidating Event has occurred, the Company’s Assets shall not be liquidated, the Company’s liabilities shall not be paid or discharged and the Company’s affairs shall not be wound up. Instead, for federal income tax purposes the Company shall be deemed to have contributed all of its assets and liabilities to a new partnership in exchange for an interest in the new partnership; and immediately thereafter, distributed Company Units to the Members in the new partnership in accordance with their respective Capital 69 Accounts in liquidation of the Company, and the new company is deemed to continue the business of the Company. Nothing in this Section 12.4 shall be deemed to have constituted any Assignee as a Substituted Member without compliance with the provisions of Section 10.4.