Common use of Discretion of Liquidator Clause in Contracts

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c), if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution in kind will be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distribution, any property to be Distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c12.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c12.03(c), if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c12.03(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution in kind will be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distribution, any property to be Distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding Section 6.03 or the provisions of Section 13.03(c10.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c10.03(c), if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c10.03(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator Liquidator, acting in good faith, deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distribution, any property to be Distributed will shall be valued at its Fair Market Value, as determined by the Liquidator in good faith.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c12.3(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c12.3(c), if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute reasonable discretion, Distribute distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c12.3(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution distribution in kind will be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed distributed will be valued at its Fair Market Valuefair market value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c10.03(d) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c10.03(d), if upon on dissolution of the Company the Liquidator reasonably determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the MembersShareholders, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute may distribute to the MembersShareholders, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c10.03(d), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c12.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c12.03(c), if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s 's assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c12.03(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution in kind will be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distribution, any property to be Distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c11.03(d) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c11.03(d), if upon on dissolution of the Company the Liquidator reasonably determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the MembersShareholders, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute may distribute to the MembersShareholders, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c11.03(d), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c11.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c11.03(c), if upon dissolution of the Company the Liquidator reasonably determines that an immediate sale of part or all of the Company’s 's assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may[, in its absolute discretion, Distribute upon unanimous consent of the Members,] distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c11.03(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed distributed will be valued at its Fair Market Value, as determined by the Liquidator in good faith.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c11.03(d) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c11.03(d), if upon on dissolution of the Company the Liquidator reasonably determines that an immediate sale of part or all of the Company’s 's assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretionupon the consent of the Majority Members, Distribute distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c11.03(d), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c12.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c12.03(c), if upon dissolution of the Company the Liquidator reasonably determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretionupon consent of the Board, Distribute to the MembersMembers of such class, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c12.03(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distribution, any property to be Distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c) § 12.3.3 that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c)§ 12.3.3, if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c)§ 12.3.3, undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution in kind will be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distribution, any property to be Distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c11.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c11.03(c), if upon dissolution of the Company the Liquidator reasonably determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute may distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c11.03(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed distributed will be valued at its Fair Market Value, as determined by the Liquidator in good faith.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c13.3(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c13.3(c), if if, upon dissolution of the Company Company, the Liquidator reasonably determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretionupon unanimous consent of the Common Members, Distribute distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c13.3(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distribution, any property to be Distributed distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c9.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c9.03(c), if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s 's assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c9.03(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution in kind will be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distribution, any property to be Distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c11.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c1l.03(c), if upon dissolution of the Company the Liquidator reasonably determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy the Company’s and the Company Subsidiaries’ liabilities and reserves, and may, in its absolute discretionwith the unanimous consent of the Members, Distribute distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(cll.03(c), undivided interests in such Company the Company’s assets as the Liquidator deems not suitable for liquidation. Any such Distribution distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c), if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, reserves and may, in its absolute discretion, Distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution in kind will be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distribution, any property to be Distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c14.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c14.03(c), if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c14.03(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution in kind will be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distribution, any property to be Distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c12.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c12.03(c), if upon dissolution of the Company the Liquidator reasonably determines that an immediate sale of part or all of the Company’s 's assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in his, her or its absolute sole discretion, Distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c12.03(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distribution, any property to be Distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c9.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c9.03(c), if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s 's assets would be impractical or could cause undue loss to the Membersimpractical, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c9.03(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator Liquidator, acting in good faith, deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed will distributed shall be valued at its Fair Market Value, as determined by the Liquidator in good faith.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c) 12.3 that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c12.3(c), if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c12.3(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution in kind will be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distribution, any property to be Distributed distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c11.03(d) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c11.03(d), if upon dissolution winding up of the Company the Liquidator reasonably determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute may distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c11.03(d), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c9.4(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c9.4(c), if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s 's assets would be impractical or could cause undue loss to the MembersPartners, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute distribute to the MembersPartners, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c9.4(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution distribution in kind will be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed distributed will be valued at its Fair Market ValueAsset FMV.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c11.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c11.03(c), if upon dissolution of the Company the Liquidator reasonably determines that an immediate sale of part or all of the Company’s 's assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretionupon unanimous consent of the Members, Distribute distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c11.03(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c)) , if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c)) , undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution in kind will be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements Agreements governing the operating of such properties at such time. For purposes of any such Distribution, any property to be Distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c10.3(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c10.3(c), if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the MembersPartners, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute distribute to the MembersPartners, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c10.3(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution distribution in kind will be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed distributed will be valued at its Fair Market ValueAsset FMV.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(cXIII.3(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(cXIII.3(c), if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s 's assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(cXIII.3(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution in kind will be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distribution, any property to be Distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c11.3(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c11.3(c), if upon dissolution of the Company the Liquidator reasonably determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretionupon unanimous consent of the Members, Distribute distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c11.3(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c11.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c11.03(c), if if, upon dissolution of the Company Company, the Liquidator reasonably determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute may distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c11.03(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution in distribution in-kind will shall be subject to (i) such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable equitable, and to (ii) any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c11.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c11.03(c), if upon dissolution of the Company the Liquidator reasonably determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretionupon unanimous consent of the Members, Distribute distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c11.03(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed distributed will be valued at its Fair Market Value, as determined by the Liquidator in good faith.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c) 12.2 that require the liquidation of the assets of the Company’s assets, but subject to the order of priorities set forth in Section 13.03(c)12.2, if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the MembersUnitholders, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute distribute to the MembersUnitholders, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c)12.2, undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution distribution in kind will be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed distributed will be valued at its Fair Market Valuefair market value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(cSection11.03(d) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c11.03(d), if upon on dissolution of the Company the Liquidator reasonably determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute may distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c11.03(d), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c12.03(d) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c12.03(d), if upon on dissolution of the Company the Liquidator reasonably determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute may distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c12.03(d), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distributiondistribution, any property to be Distributed distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c11.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c11.03(c), if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c11.03(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution in kind will be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distribution, any property to be Distributed will be valued at its Fair Market Value.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c11.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c11.03(c), if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s 's assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute sole discretion, Distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c11.03(c), undivided interests in such Company assets as the Liquidator deems not suitable unsuitable for liquidation. Any such Distribution in kind will shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator Liquidator, acting in good faith, deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distribution, any property to be Distributed will shall be valued at its Fair Market Value, as determined by the Liquidator in good faith.

Discretion of Liquidator. Notwithstanding the provisions of Section 13.03(c) that require the liquidation of the assets of the Company, but subject to the order of priorities set forth in Section 13.03(c), if upon dissolution of the Company the Liquidator determines that an immediate sale of part or all of the Company’s 's assets would be impractical or could cause undue loss to the Members, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Company liabilities and reserves, and may, in its absolute discretion, Distribute to the Members, in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.03(c), undivided interests in such Company assets as the Liquidator deems not suitable for liquidation. Any such Distribution in kind will be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operating of such properties at such time. For purposes of any such Distribution, any property to be Distributed will be valued at its Fair Market Value.