Common use of Discretion of Liquidator Clause in Contracts

Discretion of Liquidator. Notwithstanding Section 6.04 or the provisions of Section 11.03(c) that require the liquidation of the assets of the Partnership, but subject to the order of priorities set forth in Section 11.03(c), if upon dissolution of the Partnership the Liquidator reasonably determines that an immediate sale of part or all of the Partnership’s assets would be impractical or could cause undue loss to the Partners, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Partnership liabilities and reserves, and may, with the consent of a Requisite Interest, distribute to the Partners, in lieu of cash, as tenants in common and in accordance with the provisions of Section 11.03(c), undivided interests in such Partnership assets as the Liquidator deems not suitable for liquidation. Any such distribution in kind 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 shall be valued at its Fair Market Value as determined by the Liquidator in good faith.

Discretion of Liquidator. Notwithstanding Section 6.04 7.04 or the provisions of Section 11.03(c12.03(c) that require the liquidation of the assets of the PartnershipCompany, but subject to the order of priorities set forth in Section 11.03(c12.03(c), if upon dissolution of the Partnership Company the Liquidator reasonably determines that an immediate sale of part or all of the PartnershipCompany’s assets would be impractical or could cause undue loss to the PartnersMembers, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Partnership Company liabilities and reserves, and may, with the consent of a Requisite Interestin its absolute discretion, distribute Distribute to the PartnersMembers, in lieu of cash, as tenants in common and in accordance with the provisions of Section 11.03(c12.03(c), undivided interests in such Partnership Company assets as the Liquidator deems not suitable for liquidation. Any such distribution Distribution in kind 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 Distributed shall be valued at its Fair Market Value Value, as determined by the Liquidator in good faith.

Discretion of Liquidator. Notwithstanding Section 6.04 or the provisions of Section 11.03(c12.03(c) that require the liquidation of the assets of the PartnershipCompany, but subject to the order of priorities set forth in Section 11.03(c12.03(c), if upon dissolution of the Partnership Company the Liquidator reasonably determines that an immediate sale of part or all of the Partnership’s Company's assets would be impractical or could cause undue loss to the PartnersMembers, the Liquidator may defer the liquidation of any assets except those necessary to satisfy Partnership Company liabilities and reserves, and may, with upon the consent approval of the holders of a Requisite Interestmajority of the outstanding Membership Interests, distribute to the PartnersMembers, in lieu of cash, as tenants in common and in accordance with the provisions of Section 11.03(c12.03(c), undivided interests in such Partnership Company assets as the Liquidator deems not suitable for liquidation. Any such distribution in kind 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 shall will be valued at its Fair Market Value as determined by the Liquidator in good faithValue.