Form of Liquidating Distributions. For purposes of making distributions required by Section 12.2 hereof, the Liquidator may determine whether to distribute all or any portion of the Property in-kind or to sell all or any portion of the Property and distribute the proceeds therefrom.
Form of Liquidating Distributions. For purposes of making distributions required by Section 10.4 hereof, the Manager may determine whether to distribute all or any portion of the Company’s property in-kind or to sell all or any portion of the Company’s property and distribute the proceeds therefrom.
Form of Liquidating Distributions. For purposes of making distributions required by Section 11.3 hereof, the Liquidator may determine whether to distribute all or any portion of Company Property in-kind or to sell all or any portion of Company Property and distribute the proceeds therefrom.
Form of Liquidating Distributions. Notwithstanding anything to the contrary contained in this Agreement, for purposes of making distributions required by Section 9.2, the Liquidator may determine whether to distribute all or any portion of the Property in-kind or to sell all or any portion of the Property and distribute the proceeds therefrom; provided, however, that no such distribution in-kind shall be made to a Member who holds his Interests in a qualified retirement account, including without limitation an individual retirement account without the prior written consent of the custodian or trustee then acting for such Member. In the case of an in-kind distribution of the Property, the Capital Accounts of the Members shall be adjusted in accordance with Section 1.704-1(b)(2)(iv)(e)(1) of the Regulations to reflect the manner in which the unrealized income, gain, loss and deduction inherent in the Property (that has not previously been reflected in the Capital Accounts) would be allocated among the Members if there were a taxable disposition of the Property for its fair market value (taking into account Code Section 7701(g)) on the date of the distribution.
Form of Liquidating Distributions. For purposes of making distributions required by Section 10.2 hereof, the Liquidator may determine whether to distribute all or any portion of the property in-kind or to sell all or any portion of the property and distribute the proceeds therefrom; provided, however, that no Member shall be required to -------- ------- accept property in-kind in lieu of cash if cash is being delivered to another Member; provided, further, that the FNV Stock, if any, shall be distributed in- -------- ------- kind in accordance with the Members' Stock Percentages.
Form of Liquidating Distributions. Except as provided in this Section 12.9, for purposes of making distributions required by Section 12.2, the Liquidator may determine whether to distribute all or any portion of the Property in kind or to sell all or any portion of the Property and distribute the proceeds therefrom; provided that, if permitted by the Act and other applicable law and unless the Class A Member and the Managing Member otherwise consent, the APC Note shall be distributed to the Class A Member in liquidation of the Class A Member’s Interest. If the Capital Account balance of the Class A Member exceeds the Gross Asset Value of the APC Note, the Company shall also distribute cash in an amount equal to such excess as part of the liquidation distribution. The Liquidator shall not distribute Property other than cash to a Class A Member without its consent, and the Liquidator shall be required to reduce the Property to cash to the extent necessary to make distributions to a Class A Member pursuant to Section 12.2 in cash. If the Gross Asset Value of the APC Note exceeds such Capital Account balance, the Class A Member will be required to contribute cash equal to such excess to the Company.
Form of Liquidating Distributions. Unless otherwise unanimously agreed by the Members, the distribution to the Members under this Section 12 shall consist of an undivided interest in each item of Property other than cash and a proportionate share of the Company's cash (including cash resulting from the sale of Property or the repayment of Permitted Investments), such undivided interest and proportionate share in each case being equal to the ratio of the balance in each Member's Capital Account to the aggregate balances of the Capital Accounts of all of the Members.
Form of Liquidating Distributions. For purposes of making distributions required by Section 12.2 hereof, the Liquidator shall abide by any resolutions, plan or decision approved by the unanimous vote of the Board of Directors as to whether to distribute all or any portion of the Property in-kind or to sell all or any portion of the Property and distribute the proceeds therefrom. In the absence of any such resolutions, plan or decision, the Liquidator may determine in its reasonable discretion whether to distribute all or any portion of the Property in-kind or to sell all or any portion of the Property and distribute the proceeds therefrom.
Form of Liquidating Distributions. (a) In general. Except as provided in this Section 12.10, for purposes of making distributions required by Section 12.02, the Liquidator may determine whether to distribute all or any portion of the Partnership Property in-kind or to sell all or any portion of the Partnership Property and distribute the proceeds therefrom, provided that the Liquidator shall not distribute Partnership Property other than cash to any Class A Limited Partner without its consent, and the Liquidator shall be required to reduce the Partnership Property to cash to the extent necessary to make distributions to the Class A Limited Partners pursuant to Section 12.02 in cash.
Form of Liquidating Distributions. 28 SECTION 12 INDEMNIFICATION
