Liquidating Distribution. As soon as is reasonably practicable after the Closing, the Acquired Fund will make a liquidating distribution to Acquired Fund Shareholders consisting of the Acquiring Fund Shares received at the Closing.
Liquidating Distribution. In the event of the dissolution of the Partnership for any reason, the Partnership assets shall be liquidated for distribution in the following rank and order:
(a) first, to the payment and discharge of all the Partnership’s debts and liabilities (including liquidating expenses) in the order of priority as provided by law;
(b) second, to the establishment of any necessary reserves to provide for contingent liabilities, if any;
(c) third, to the Partners in proportion to and to the extent of their respective positive Capital Accounts, after giving effect to all contributions, distributions and allocations for all periods, including the period during which such distributions occur;
(d) the balance, if any, to the Partners in accordance with their Percentage Interests.
Liquidating Distribution. In the event of the dissolution of the Company for any reason, the assets of the Company shall be liquidated for distribution in the following rank and order:
(a) first, to the payment and discharge of all the debts and liabilities in the order of priority as provided by the LLC Act;
(b) second, to the establishment of any necessary reserves to provide for contingent liabilities, if any; and
(c) third, to the Member.
Liquidating Distribution. Upon termination or liquidation of the LLC, the cash or other assets of the LLC shall be distributed as follows:
(a) first, in the event the LLC has any liabilities at the time of its termination or dissolution, the LLC shall liquidate such of its assets as is necessary to satisfy such liabilities;
(b) second, any capital contribution in cash or in kind by any Member of the PJM Interconnection Association prior to the Effective Date shall be distributed by the LLC back to such Member in the form received by the PJM Interconnection Association; and
(c) third, any remaining assets of the LLC shall be distributed to the Members in proportion to their Weighted Interests.
Liquidating Distribution. In the event of the dissolution of the Company for any reason, the assets of the Company shall be liquidated for distribution in the following rank and order:
(a) first, to the payment and discharge of all the debts and liabilities in the order of priority as provided by the Act;
(b) second, to the establishment of any necessary reserves to provide for contingent liabilities, if any; and
(c) third, to the Member in proportion to its Capital Accounts after giving effect to the allocations set forth in Article IV hereof, treating any distribution of property as a sale thereof at fair market value. Such distributions shall be made on or before a date (the “Final Liquidation Date”) no later than the later to occur of (i) the last day of the taxable year of the Company in which the liquidation of the Company occurs and (ii) 90 days after such liquidation. If the Liquidating Trustee, in its discretion, determines that the distributions will not be timely made, it may distribute all of the assets and liabilities of the Company in trust with the Liquidating Trustee, or such other Person as may be selected by the Liquidating Trustee acting as trustee; the purpose of the trust is to allow the Company to comply with the timing requirements under Regulation Section 1.704¬1(b). The trustees of said trust shall distribute the former Company assets (however constituted, enhanced or otherwise) as promptly as such trustee deems proper and in the same manner as directed in this Section 11.4 (without regard to this sentence or the preceding two sentences) and otherwise as required hereunder. The trust shall be terminated as soon as possible after the trust property is distributed to the beneficiaries thereof.
Liquidating Distribution. If the Company is liquidated pursuant to Article X below, the assets to be distributed pursuant to Section 10.3 below shall be distributed to the Members pro-rata in accordance with their Capital Account balances, after making the adjustments for allocations under Article III above.
Liquidating Distribution. In the event the Partnership is liquidated pursuant to Article XI, liquidating distributions shall be made pursuant to Section 11.2(d).
Liquidating Distribution. In the event that the Partnership is terminated pursuant to Section 708(b)(1)(A) of the Code (or otherwise) and the assets of the Partnership are required to be distributed (or are deemed to be distributed) in liquidation of the Partnership, then such assets shall be distributed (or deemed to be distributed) in accordance with the Profit Shares (unless otherwise determined by the Tax Matters Partner in its reasonable discretion).
Liquidating Distribution. As of the Effective Time (as defined in Section 3.1), the Target Fund will make a liquidating distribution of the Acquiring Fund Shares received pursuant to Section 1.1 to its shareholders of record with respect to each corresponding class of shares, determined as of the close of business on the Closing Date, as such term is defined in Section 3.1 (each a "Target Fund Shareholder" and collectively, the "Target Fund Shareholders"), on a pro rata basis within that class. Such distribution will be accomplished with respect to each class of shares of the Target Fund by the transfer of the Acquiring Fund Shares of the corresponding class then credited to the account of the Target Fund on the books of the Acquiring Fund to open accounts on the share records of the Acquiring Fund in the names of Target Fund Shareholders of such class. The Acquiring Fund shall not issue certificates representing Acquiring Fund Shares in connection with such transfer. As of the Effective Time, all issued and outstanding shares of the Target Fund shall be cancelled on the books of the Target Fund and retired.
Liquidating Distribution. As soon as is reasonably practicable after the Closing, the Target Fund will make a liquidating distribution to the Target Fund Investors consisting of the Acquiring Fund Shares received at the Closing.