Distribution Upon Termination. Upon termination of the Partnership, as provided herein, the following shall occur: (a) First, any item of income, gain, loss, deduction and credit that has not heretofore been allocated pursuant to Articles VI and VII shall be so allocated; (b) Second, liabilities owed to creditors of the Partnership, other than creditors who are Partners, shall be satisfied, whether by payment or the making of reasonable provisions for payment thereof (including provision for contingent liabilities determined by the General Partner to be appropriate for such purposes); (c) Third, if any loans made to the Partnership by any Partner are then outstanding, such loans (including any accrued interest) shall be repaid in full or, if such loans cannot be repaid in full, cash shall be applied to the pro rata repayment of any such loans; and (d) The remaining cash or non-cash assets shall be distributed to the Partners in accordance with their Capital Accounts; and thereafter in accordance with the Partners’ respective Percentage Interests.
Appears in 3 contracts
Samples: Agreement of Limited Partnership (LyondellBasell F&F Holdco, LLC), Limited Partnership Agreement (Lyondell Refining LP, LLC), Agreement of Limited Partnership (Lyondell Refining LP, LLC)
Distribution Upon Termination. Upon termination of the Partnership, as provided herein, the following shall occur:
(a) First, any item of income, gain, loss, deduction and credit that has not heretofore been allocated pursuant to Articles VI and VII shall be so allocated;
(b) Second, liabilities owed to creditors of the Partnership, other than creditors who are Partners, shall be satisfied, whether by payment or the making of reasonable provisions for payment thereof (including provision for contingent liabilities determined by the General Partner to be appropriate for such purposes);
(c) Third, if any loans made to the Partnership by any Partner are then outstanding, such loans (including any accrued interest) shall be repaid in full or, if such loans cannot be repaid in full, cash shall be applied to the pro rata repayment of any such loans; and
(d) The remaining cash or non-cash assets shall be distributed to the Partners in accordance with their Capital Accounts; and thereafter in accordance with the Partners’ respective Percentage Interests.. [m:\wp\rhgcntrc\actech]
Appears in 1 contract
Samples: Agreement of Limited Partnership (LyondellBasell F&F Holdco, LLC)
Distribution Upon Termination. Upon termination of the Partnership, as provided herein, the following shall occur:
(a) First, any item of income, gain, loss, deduction and credit that has not heretofore been allocated pursuant to Articles VI and VII shall be so allocated;
(b) Second, liabilities owed to creditors of the Partnership, other than creditors who are Partners, shall be satisfied, whether by payment or the making of reasonable provisions for payment thereof (including provision for contingent liabilities determined by the General Partner to be appropriate for such purposes);
(c) Third, if any loans made to the Partnership by any Partner are then outstanding, such loans (including any accrued interest) shall be repaid in full or, if such loans cannot be repaid in full, cash shall be applied to the pro rata repayment of any such loans; and
(d) The remaining cash or non-cash assets shall be distributed to the Partners in accordance with their Capital Accounts; and thereafter in accordance with the Partners’ ' respective Percentage Interests.
Appears in 1 contract
Samples: Limited Partnership Agreement (Lyondell Chemical Nederland LTD)