Distribution of Assets Upon Liquidation. 16.1 In the event that the Joint Venture is liquidated at any time, the Joint Venture assets shall be distributed by the Joint Venture to the Participants on such liquidation, in accordance with the provisions set out in this clause. 16.2 The liquidator of the Joint Venture shall, unless otherwise agreed, be a member of the auditors of the Joint Venture at the date of liquidation or, if no such member is able or willing to act, an auditor agreed upon between the Participants, and failing such agreement, appointed by lot. 16.3 The liquidator shall : 16.3.1 demand an account from each Participant of the assets of the Joint Venture and the assets of the Participants contributed to the Joint Venture in its possession as well as any Profits earned by the use or utilisation of those assets since the date of liquidation of the Joint Venture; 16.3.2 compile an account reflecting the assets and liabilities of the Joint Venture, including amounts owed by the Joint Venture to the Participants; CIS/AAP/669 Page 77 1256/AAP/KJW 26/04/2004 16.3.3 collect all debts due to the Joint Venture by persons other than the Participants; 16.3.4 realise the assets of the Joint Venture in whatever manner he deems fit, to the extent that he, in his sole discretion, deems necessary, to : – pay the creditors of the Joint Venture; – pay the expenses of such realisation and the liquidation; – settle any claims between the Participants arising from the Joint Venture; and – effect a distribution of the remaining assets or the proceeds thereof in accordance with the Participants’ respective Participation Interests, provided that PPL’s (if it has a Non-Contributory Participation Interest) in any mining right shall be distributed to it only after settlement of any debt due to it and after recoupment of all Capital Expenditure paid for out of equity contributions by Plateau; 1256/AAP/KJW 26/04/2004 16.3.5 in the event of the proceeds of the realisation of the Joint Venture assets proving insufficient to meet the liabilities of the Joint Venture (other than any amounts due to the Participants), levy a contribution upon the Participants to contribute to that deficit in the proportion in which they bear the losses of the Joint Venture; 16.3.6 discharge all the liabilities of the Joint Venture to its creditors other than the Participants insofar as the proceeds of the realisation of the Joint Venture assets (if any), permit; and 16.3.7 compile and settle an account for the payment of claims owing by the Joint Venture to the Participants, the settlement of their claims against each other and the distribution of any assets remaining amongst the Participants in accordance with this 16 with due account being taken of amounts owing by either of the Participants to the Joint Venture.
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Samples: Notarial Joint Venture Agreement (Anooraq Resources Corp), Notarial Joint Venture Agreement (Anooraq Resources Corp)
Distribution of Assets Upon Liquidation. 16.1 18.1 In the event that the Joint Venture is liquidated at any time, the Joint Venture assets shall be distributed by the Joint Venture to the Participants on such liquidation, in accordance with the provisions set out in this clause.
16.2 18.2 The liquidator of the Joint Venture shall, unless otherwise agreed, be a member of the auditors of the Joint Venture at the date of liquidation or, if no such member is able or willing to act, an auditor agreed upon between the Participants, and failing such agreement, appointed by lot.
16.3 18.3 The liquidator shall :
16.3.1 18.3.1 demand an account from each Participant of the assets of the Joint Venture and the assets of the Participants contributed to the Joint Venture in its possession as well as any Profits earned by the use or utilisation of those assets since the date of liquidation of the Joint Venture;
16.3.2 18.3.2 compile an account reflecting the assets and liabilities of the Joint Venture, including amounts owed by the Joint Venture to the Participants; CIS/AAP/669 Page 77 1256/AAP/KJW 26/04/2004;
16.3.3 18.3.3 collect all debts due to the Joint Venture by persons other than the Participants;
16.3.4 18.3.4 realise the assets of the Joint Venture in whatever manner he deems fit, to the extent that he, in his sole discretion, deems necessary, to : – - pay the creditors of the Joint Venture; – - pay the expenses of such realisation and the liquidation; – - settle any claims between the Participants arising from the Joint Venture; and – - effect a distribution of the remaining assets or the proceeds thereof in accordance with the Participants’ ' respective Participation Interests, provided that PPL’s (if it has a Non-Contributory Participation Interest) in any mining right shall be distributed to it only after settlement of any debt due to it and after recoupment of all Capital Expenditure paid for out of equity contributions by Plateau; 1256/AAP/KJW 26/04/2004;
16.3.5 18.3.5 in the event of the proceeds of the realisation of the Joint Venture assets proving insufficient to meet the liabilities of the Joint Venture (other than any amounts due to the Participants), levy a contribution upon the Participants to contribute to that deficit in the proportion in which they bear the losses of the Joint Venture;
16.3.6 18.3.6 discharge all the liabilities of the Joint Venture to its creditors other than the Participants insofar as the proceeds of the realisation of the Joint Venture assets (if any), permit; and
16.3.7 18.3.7 compile and settle an account for the payment of claims owing by the Joint Venture to the Participants, the settlement of their claims against each other and the distribution of any assets remaining amongst the Participants in accordance with this 16 18 with due account being taken of amounts owing by either of the Participants to the Joint Venture.
Appears in 1 contract
Samples: Joint Venture Agreement (Platinum Group Metals LTD)
Distribution of Assets Upon Liquidation. 16.1 18.1 In the event that the Joint Venture is liquidated at any time, the Joint Venture assets shall be distributed by the Joint Venture to the Participants on such liquidation, in accordance with the provisions set out in this clause.
16.2 18.2 The liquidator of the Joint Venture shall, unless otherwise agreed, be a member of the auditors of the Joint Venture at the date of liquidation or, if no such member is able or willing to act, an auditor agreed upon between the Participants, and failing such agreement, appointed by lot.
16.3 18.3 The liquidator shall :
16.3.1 18.3.1 demand an account from each Participant of the assets of the Joint Venture and the assets of the Participants contributed to the Joint Venture in its possession as well as any Profits earned by the use or utilisation of those assets since the date of liquidation of the Joint Venture;
16.3.2 18.3.2 compile an account reflecting the assets and liabilities of the Joint Venture, including amounts owed by the Joint Venture to the Participants; CIS/AAP/669 Page 77 1256/AAP/KJW 26/04/2004;
16.3.3 18.3.3 collect all debts due to the Joint Venture by persons other than the Participants;
16.3.4 18.3.4 realise the assets of the Joint Venture in whatever manner he deems fit, to the extent that he, in his sole discretion, deems necessary, to : – - pay the creditors of the Joint Venture; – - pay the expenses of such realisation and the liquidation; – - settle any claims between the Participants arising from the Joint Venture; and – - effect a distribution of the remaining assets or the proceeds thereof in accordance with the Participants’ respective Participation Interests, provided that PPL’s (if it has a Non-Contributory Participation Interest) in any mining right shall be distributed to it only after settlement of any debt due to it and after recoupment of all Capital Expenditure paid for out of equity contributions by Plateau; 1256/AAP/KJW 26/04/2004;
16.3.5 18.3.5 in the event of the proceeds of the realisation of the Joint Venture assets proving insufficient to meet the liabilities of the Joint Venture (other than any amounts due to the Participants), levy a contribution upon the Participants to contribute to that deficit in the proportion in which they bear the losses of the Joint Venture;
16.3.6 18.3.6 discharge all the liabilities of the Joint Venture to its creditors other than the Participants insofar as the proceeds of the realisation of the Joint Venture assets (if any), permit; and
16.3.7 18.3.7 compile and settle an account for the payment of claims owing by the Joint Venture to the Participants, the settlement of their claims against each other and the distribution of any assets remaining amongst the Participants in accordance with this 16 18 with due account being taken of amounts owing by either of the Participants to the Joint Venture.
Appears in 1 contract
Samples: Notarial Joint Venture Agreement (Platinum Group Metals LTD)
