Deferment; Distribution in Kind. Notwithstanding the provisions of Section 12.2, but subject to the order of priorities set forth therein, if upon dissolution of the Company the liquidators determine that an immediate sale of part or all of the Company's assets would be impractical or would cause undue loss (or would otherwise not be beneficial) to the Unitholders, the liquidators may, in their sole discretion, defer for a reasonable time the liquidation of any assets except those necessary to satisfy Company liabilities (other than loans to the Company by Unitholders) and reserves. Subject to the order of priorities set forth in Section 12.2, the liquidators may, in their sole discretion, distribute to the Unitholders, in lieu of cash, either (i) all or any portion of such remaining Company assets in-kind in accordance with the provisions of Section 12.2(d), (ii) as tenants in common and in accordance with the provisions of Section 12.2(d), undivided interests in all or any portion of such Company assets or (iii) a combination of the foregoing. Any such Distributions in kind shall be subject to (x) such conditions relating to the disposition and management of such assets as the liquidators deem reasonable and equitable and (y)
Appears in 1 contract
Samples: Limited Liability Company Agreement (Alliance Laundry Holdings LLC)
Deferment; Distribution in Kind. Notwithstanding the provisions of Section 12.214.02, but subject to the order of priorities set forth therein, if upon dissolution of the Company the liquidators determine that an immediate sale of part or all of the Company's ’s assets would be impractical or would cause undue loss (or would otherwise not be beneficial) to the UnitholdersMembers, the liquidators may, in their sole discretion, defer for a reasonable time the liquidation of any assets except those necessary to satisfy Company liabilities (other than loans to the Company by UnitholdersMembers) and reserves. Subject to the order of priorities set forth in Section 12.214.02, the liquidators may, in their sole discretion, distribute to the UnitholdersMembers, in lieu of cash, either (ia) all or any portion of such remaining Company assets in-kind in accordance with the provisions of Section 12.2(d14.02(d), (iib) as tenants in common and in accordance with the provisions of Section 12.2(d14.02(d), undivided interests in all or any portion of such Company assets or (iii) a combination of the foregoing. Any such Distributions in kind shall be subject to (x) such conditions relating to the disposition and management of such assets as the liquidators deem reasonable and equitable and (y)undivided
Appears in 1 contract
Deferment; Distribution in Kind. Notwithstanding the provisions of Section 12.214.2, but subject to the order of priorities set forth therein, if upon dissolution of the Company the liquidators determine that an immediate sale of part or all of the Company's ’s assets would be impractical impossible or would cause undue loss (or would otherwise not be beneficial) to the Unitholders, the liquidators may, in their sole discretion, defer for a reasonable time the liquidation of any assets except those necessary to satisfy Company liabilities (other than loans to the Company by Unitholders) and reserves. Subject to the order of priorities set forth in Section 12.214.2, the liquidators may, in their sole discretion, distribute to the Unitholders, in lieu of cash, either (iA) all or any portion of such remaining Company assets in-kind in accordance with the provisions of Section 12.2(d14.2(D), (iiB) as tenants in common and in accordance with the provisions of Section 12.2(d14.2(D), undivided interests in all or any portion of such Company assets or (iiiC) a combination of the foregoing. Any such Distributions in kind shall be subject to (xi) such conditions relating to the disposition and management of such assets as the liquidators deem reasonable and equitable and (y)and
Appears in 1 contract
Samples: Operating Agreement
Deferment; Distribution in Kind. Notwithstanding the provisions of Section 12.214.02, but subject to the order of priorities set forth therein, if upon dissolution of the Company the liquidators determine that an immediate sale of part or all of the Company's ’s assets would be impractical or would cause undue loss (or would otherwise not be beneficial) to the UnitholdersMembers, the liquidators may, in their sole discretion, defer for a reasonable time the liquidation of any assets except those necessary to satisfy Company liabilities (other than loans to the Company by UnitholdersMembers) and reserves. Subject to the order of priorities set forth in Section 12.214.02, the liquidators may, in their sole discretion, distribute to the UnitholdersMembers, in lieu of cash, either (ia) all or any portion of such remaining Company assets in-kind in accordance with the provisions of Section 12.2(d14.02(d), (iib) as tenants in common and in accordance with the provisions of Section 12.2(d), undivided interests in all or any portion of such Company assets or (iii) a combination of the foregoing. Any such Distributions in kind shall be subject to (x) such conditions relating to the disposition and management of such assets as the liquidators deem reasonable and equitable and (y)Section
Appears in 1 contract
Samples: Limited Liability Company Agreement (Philadelphia Energy Solutions Inc.)
Deferment; Distribution in Kind. Notwithstanding the provisions of Section 12.2, but subject to the order of priorities set forth therein, if upon dissolution of the Company the liquidators determine that an immediate sale of part or all of the Company's assets would be impractical or would cause undue loss (or would otherwise not be beneficial) to the UnitholdersHolders, the liquidators may, in their sole discretion, defer for a reasonable time the liquidation of any assets except those necessary to satisfy Company liabilities (other than loans to the Company by UnitholdersHolders) and reserves. Subject to the order of priorities set forth in Section 12.2, the liquidators may, in their sole discretion, distribute to the UnitholdersHolders, in lieu of cash, either (i) all or any portion of such remaining Company assets in-kind in accordance with the provisions of Section 12.2(d), (ii) as tenants in common and in accordance with the provisions of Section 12.2(d), undivided interests in all or any portion of such Company assets or (iii) a combination of the foregoing. Any such Distributions distributions in kind shall be subject to (x) such conditions relating to the disposition and management of such assets as the liquidators deem reasonable and equitable and (y)) the terms and
Appears in 1 contract
Samples: Liability Company Agreement (Heartland Technology Inc)
Deferment; Distribution in Kind. Notwithstanding the provisions of Section 12.213.2, but subject to the order of priorities set forth therein, if upon dissolution of the Company the liquidators determine that an immediate sale of part or all of the Company's ’s assets would be impractical or would cause undue loss (or would otherwise not be beneficial) to the UnitholdersMembers, the liquidators may, in their sole discretion, defer for a reasonable time the liquidation of any assets except those necessary to satisfy Company liabilities (other than loans to the Company by UnitholdersMembers) and reserves. Subject to the order of priorities set forth in Section 12.213.2, the liquidators may, in their sole discretion, distribute to the UnitholdersMembers, in lieu of cash, either (ia) all or any portion of such remaining Company assets in-kind in accordance with the provisions of Section 12.2(d13.2(d), (iib) as tenants in common and in accordance with the provisions of Section 12.2(d13.2(d), undivided interests in all or any portion of such Company assets or (iiic) a combination of the foregoing. Any such Distributions in kind shall be subject to (xa) such conditions relating to the disposition and management of such assets as the liquidators deem reasonable and equitable and (y)b) the terms and conditions of any agreements governing such assets (or the operation thereof or the holders thereof) at such time.
Appears in 1 contract
Samples: Equity Transfer and Acquisition Agreement (Chart Acquisition Corp.)