Distributions on Liquidation. (a) Upon completion of all desired sales of Company assets, and after payment of all selling costs and expenses, the proceeds of such sales, and any Company assets that are to be distributed in kind, will be distributed to the following groups in the following order of priority: (i) to satisfy Company liabilities to creditors; (ii) to satisfy Company obligations to the Member; and (iii) to the Member, on account of its membership interest in the Company. All distributions required under this Section 9.4 shall be made to the Member within ninety (90) days after the date of such liquidation.
(b) The claims of each priority group specified above shall be satisfied in full before satisfying any claims of a lower priority group. If the assets available for disposition are insufficient to dispose of all claims of a priority group, the available assets shall be distributed in proportion to the amounts owed to each creditor or membership interests in such group.
Distributions on Liquidation. In the event of the dissolution or total or partial liquidation of the Company, the Trustee shall receive the money, securities, rights, or property to which holders of Shares of the Company are entitled, and shall distribute it among the Voting Trust Certificate Holders in proportion to their interests, as shown by the books of the Trustee. If applicable, the Trustee may withhold from the distribution the deductions provided for in Section 6.05.
Distributions on Liquidation. Notwithstanding Section 4.1, in the event of the dissolution and liquidation of the Company, all receipts received during or after the end of any quarter in which the Liquidation Date occurs shall be applied and distributed solely in accordance with, and subject to the terms and conditions of, Section 8.3.
Distributions on Liquidation. Upon liquidation of the Company, its business shall be wound up, the Board (or other Person designated by all of the Members) shall take full account of the Company assets and liabilities, and all assets (tangible and intangible) shall be liquidated as promptly as is consistent with obtaining the fair value thereof. If any assets are not sold, gain or loss shall be allocated to the Members in accordance with Article 7 as if such assets had been sold at their fair market value at the time of the liquidation. If any assets are distributed to a Member, rather than sold, the Distribution shall be treated as a Distribution equal to the fair market value of the assets at the time of the liquidation. The assets of the Company shall be applied and distributed in the following order of priority:
(a) To the payment of all debts and liabilities of the Company, including without limitation all debts due the Members, Governors, Managers and their Affiliates, in the order of priority as provided by law;
(b) To the establishment of any reserves deemed necessary by the Board or other Person winding up the affairs of the Company for any contingent liabilities or obligations of the Company; and
(c) To the Members, ratably in proportion to the credit balances in their respective Capital Accounts, in an amount equal to the aggregate credit balances in the Capital Accounts after and including all allocations to the Members under Article 7, including the allocation of any Profit or Loss from the sale, exchange or other disposition (including a deemed sale pursuant to this Section 15.3) of the Company's assets.
(d) Last, to the Members in proportion to their Percentage Interests. The Company may offset any amount due a Member under this Section 15.3 by the amounts of (i) any debts owed the Company by the Member, and (ii) any damages suffered by the Company as a result of an Event of Default with respect to that Member, or that Member's other breach (if any) of this Agreement or any Contribution Agreement by which such Member is bound.
Distributions on Liquidation. Upon liquidation of the Partnership the distribution of all assets of the Partnership shall be made in accordance with Section 12.2 below.
Distributions on Liquidation. Upon exercise of this Grant, your right to participate in distributions upon liquidation will be limited to a pro-rata distribution based on the number of shares that are no longer subject to the Company's Cancellation Rights.
Distributions on Liquidation. In the event the Partnership is liquidated within the meaning of Treasury Regulation §1.704-l(b)(2)(ii)(g), distributions shall be made in an amount equal to the positive balance in the Capital Account of each Partner whose Partnership Interest is being liquidated as that account is determined after all adjustments to such account for the Fiscal Year of the Partnership during which the liquidation occurs as are required by Treasury Regulations §1.704-l(b). Such adjustments shall be made within the time specified in such Treasury Regulations.
Distributions on Liquidation. On the dissolution of the partnership, its ---------------------------- business shall be wound up and its properties liquidated, and the net proceeds of the liquidation, together with any property to be distributed in kind, shall be distributed as follows:
a. First, to the payment of the partnership's debts and obligations that are then due, including any loans or advances that may have been made by any of the partners (such debts and obligations to creditors other than partners having priority over debts and obligations to partners) and the expenses of winding up and liquidation;
b. Secondly, to the establishment of any reserves that the partners may consider necessary, appropriate, or desirable for any future, contingent, or unforeseen liabilities, obligations, or debts of the partnership, which reserves may but need not be deposited with an independent escrow holder with instructions to disburse them in payment of those liabilities, obligations, and debts and, at the expiration of such period as the partners may have specified, to distribute the balance remaining as provided in this agreement; and
c. Thirdly, to the partners in proportion to the balances in their respective capital accounts after giving effect to the adjustments of capital accounts in connection with liquidation authorized by this agreement, but if all capital accounts then have zero balances such distributions to partners shall be made in proportion to the allocation of profit from the sale of partnership property applicable under this agreement as of the date of such distributions.
Distributions on Liquidation. Distributions on liquidation shall be made in the following order: (i) the payment of all debts and liabilities of the Partnership; (ii) the payment of all expenses of liquidation: (iii) the return to Buffet of all Buffett Memorabilia; (iv) the return to Buffett of the Buffett Intellectual Property; (v) the creation of such cash reserves as the General Partner (or liquidator or liquidating committee) may deem reasonably necessary for any contingent or unforeseen liabilities or obligations of the Partnership; (vi) only to the extent that the Limited Partner's Partnership Interest has been redeemed, the distribution to the General Partner of all removable assets; (vii) distributing to the Partners, prorata based upon their respective Participating Percentages, all undistributed Distributable Cash including all funds in any reserve accounts other than the reserve accounts set up under this Section 12.2(v); and (viii) all cash shall be distributed to the Partners, which distributions shall be in accordance with the Partners' positive Capital Account balances, to the extent that there is sufficient cash available, as required by Treasury Regulation ss. 1.704-1(b)(2)(ii)(b) pursuant to the allocation and distribution provisions set forth in Section 6.4).
Distributions on Liquidation. If prior to a Liquidating Sale the Company shall have undergone one or more Capital Transactions with respect to which the Extraordinary Cash Flow would have been eligible, if it had been received in a Liquidating Sale as of the date of such Capital Transaction, for distribution pursuant to Section 5.02(c), then, upon the subsequent occurrence of an actual Liquidating Sale, the Partners shall re-calculate the Partners’ respective distributions of Extraordinary Cash Flow resulting from such Capital Transaction or Capital Transactions pursuant to Section 5.02 rather than Section 5.01, and NYSCRF shall pay to the General Partner a sum (the “True-up Sum”) equal to that portion of the distributions made to NYSCRF on account of such Capital Transaction or Capital Transactions which is to be re-allocated to the General Partner pursuant to this Section 5.03. Notwithstanding any provision in this Agreement which might otherwise operate to limit the liability of a Partner for any other purpose, such provision shall not limit the liability of NYSCRF for its obligation to pay the True- up Sum in accordance with the provisions of this Section 5.03. NYSCRF shall be personally liable for the True-up Sum.
