Common use of Liquidation Amount Clause in Contracts

Liquidation Amount. (a) Upon any voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Company (referred to herein as a “liquidation”), the holders of the Preferred Units will be entitled to be paid out of the assets of the Company legally available for distribution to its unitholders liquidating distributions, in cash, in the amount of $100,000 per unit multiplied by the number of outstanding Preferred Units (the “Liquidation Amount”), plus an amount equal to any accumulated and unpaid Current Distributions to the date of such liquidation, before any distribution or payment is made to holders of Common Units or any other equity securities of the Company ranking junior to the Preferred Units as to the distribution of assets upon a liquidation. After payment of the full amount of the liquidating distributions to which they are entitled, the holders of Preferred Units will have no right or claim to any of the remaining assets of the Company. (b) In the event that, upon any liquidation of the Company, the available assets of the Company are insufficient to pay the amount of the liquidating distributions on all outstanding Preferred Units, plus an amount equal to any accumulated and unpaid Current Distributions to the date of such liquidation and the corresponding amounts payable on all other equity securities of the Company ranking on a parity with Preferred Units in the distribution of assets upon a liquidation, then the holders of Preferred Units and all other such equity securities of the Company ranking on a parity with Preferred Units shall share ratably in any such distribution of assets in proportion to the full liquidating distributions per unit to which they would otherwise be respectively entitled. (c) The consolidation or merger of the Company with or into any other entity, or the merger of another entity with or into the Company, or a statutory unit exchange by the Company, or the sale, lease or conveyance of all or substantially all of the property or business of the Company, shall be deemed to constitute a liquidation of the Company. (d) The Liquidation Amount of the outstanding Preferred Units will not be added to the liabilities of the Company for the purpose of determining whether under the Delaware Revised Uniform Limited Liability Company Act a distribution may be made to unitholders of the Company whose preferential rights upon dissolution of the Company are junior to those of holders of Preferred Units. This Section 4(d) shall be without prejudice to the provisions of Sections 3(a) and 4(a) hereof.

Liquidation Amount. (a) Upon any voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Company Partnership (referred to herein as a “liquidation”), the holders of the Preferred Units will be entitled to be paid out of the assets of the Company Partnership legally available for distribution to its unitholders liquidating distributions, in cash, in the amount of $100,000 25.00 per unit multiplied by the number of outstanding Preferred Units (the “Liquidation Amount”), plus an amount equal to any accumulated and unpaid Current Distributions to the date of such liquidation, before any distribution or payment is made to holders of Common Units or any other equity securities of the Company Partnership ranking junior to the Preferred Units as to the distribution of assets upon a liquidation. After payment of the full amount of the liquidating distributions to which they are entitled, the holders of Preferred Units will have no right or claim to any of the remaining assets of the CompanyPartnership. (b) In the event that, upon any liquidation of the CompanyPartnership, the available assets of the Company Partnership are insufficient to pay the amount of the liquidating distributions on all outstanding Preferred Units, plus an amount equal to any accumulated and unpaid Current Distributions to the date of such liquidation and the corresponding amounts payable on all other equity securities of the Company Partnership ranking on a parity with Preferred Units in the distribution of assets upon a liquidation, then the holders of Preferred Units and all other such equity securities of the Company Partnership ranking on a parity with Preferred Units shall share ratably in any such distribution of assets in proportion to the full liquidating distributions per unit to which they would otherwise be respectively entitled. (c) The consolidation or merger of the Company Partnership with or into any other entity, or the merger of another entity with or into the CompanyPartnership, or a statutory unit exchange by the CompanyPartnership, or the sale, lease or conveyance of all or substantially all of the property or business of the CompanyPartnership, shall be deemed to constitute a liquidation of the CompanyPartnership. (d) The Liquidation Amount of the outstanding Preferred Units will not be added to the liabilities of the Company Partnership for the purpose of determining whether under the Delaware Revised Uniform Limited Liability Company Partnership Act a distribution may be made to unitholders of the Company Partnership whose preferential rights upon dissolution of the Company Partnership are junior to those of holders of Preferred Units. This Section 4(d) shall be without prejudice to the provisions of Sections 3(a) and 4(a) hereof.

Liquidation Amount. (a) Upon any voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Company Partnership (referred to herein as a “liquidation”), the holders of the Preferred Units will be entitled to be paid out of the assets of the Company Partnership legally available for distribution to its unitholders liquidating distributions, in cash, in the amount of $100,000 25.00 per unit multiplied by the number of outstanding Preferred Units (the “Liquidation Amount”), plus an amount equal to any accumulated and unpaid Current Distributions and any accumulated Deferred Distributions to the date of such liquidation, before any distribution or payment is made to holders of Common Units or any other equity securities of the Company Partnership ranking junior to the Preferred Units as to the distribution of assets upon a liquidation. After payment of the full amount of the liquidating distributions to which they are entitled, the holders of Preferred Units will have no right or claim to any of the remaining assets of the CompanyPartnership. (b) In the event that, upon any liquidation of the CompanyPartnership, the available assets of the Company Partnership are insufficient to pay the amount of the liquidating distributions on all outstanding Preferred Units, plus an amount equal to any accumulated and unpaid Current Distributions and any accumulated Deferred Distributions to the date of such liquidation and the corresponding amounts payable on all other equity securities of the Company Partnership ranking on a parity with Preferred Units in the distribution of assets upon a liquidation, then the holders of Preferred Units and all other such equity securities of the Company Partnership ranking on a parity with Preferred Units shall share ratably in any such distribution of assets in proportion to the full liquidating distributions per unit to which they would otherwise be respectively entitled. (c) The consolidation or merger of the Company Partnership with or into any other entity, or the merger of another entity with or into the CompanyPartnership, or a statutory unit exchange by the CompanyPartnership, or the sale, lease or conveyance of all or substantially all of the property or business of the CompanyPartnership, shall be deemed to constitute a liquidation of the CompanyPartnership. (d) The Liquidation Amount of the outstanding Preferred Units will not be added to the liabilities of the Company Partnership for the purpose of determining whether under the Delaware Revised Uniform Limited Liability Company Partnership Act a distribution may be made to unitholders of the Company Partnership whose preferential rights upon dissolution of the Company Partnership are junior to those of holders of Preferred Units. This Section 4(d) shall be without prejudice to the provisions of Sections 3(a), 3(b) and 4(a) hereof.

Liquidation Amount. (a) Upon any voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Company Partnership (referred to herein as a “"liquidation”"), the holders of the Preferred Units will be entitled to be paid out of the assets of the Company Partnership legally available for distribution to its unitholders liquidating distributions, in cash, in the amount of $100,000 10 per unit multiplied by the number of outstanding Preferred Units (the “"Liquidation Amount”"), plus an amount equal to any accumulated and unpaid Current Distributions to the date of such liquidationliquidation (plus accrued interest thereon pursuant to Section 3(b)), before any distribution or payment is made to holders of Common Units or any other equity securities of the Company Partnership ranking junior to the Preferred Units as to the distribution of assets upon a liquidation. After payment of the full amount of the liquidating distributions to which they are entitled, the holders of Preferred Units will have no right or claim to any of the remaining assets of the CompanyPartnership. (b) In the event that, upon any liquidation of the CompanyPartnership, the available assets of the Company Partnership are insufficient to pay the amount of the liquidating distributions on all outstanding Preferred Units, plus an amount equal to any accumulated and unpaid Current Distributions to the date of such liquidation (plus accrued interest thereon pursuant to Section 3(b)) and the corresponding amounts payable on all other equity securities of the Company Partnership ranking on a parity with Preferred Units in the distribution of assets upon a liquidation, then the holders of Preferred Units and all other such equity securities of the Company Partnership ranking on a parity with Preferred Units shall share ratably in any such distribution of assets in proportion to the full liquidating distributions per unit to which they would otherwise be respectively entitled. (c) The consolidation or merger of the Company Partnership with or into any other entity, or the merger of another entity with or into the CompanyPartnership, or a statutory unit exchange by the CompanyPartnership, or the sale, lease or conveyance of all or substantially all of the property or business of the CompanyPartnership, shall be deemed to constitute a liquidation of the CompanyPartnership. (d) The Liquidation Amount of the outstanding Preferred Units will not be added to the liabilities of the Company Partnership for the purpose of determining whether under the Delaware Revised Uniform Limited Liability Company Partnership Act a distribution may be made to unitholders of the Company Partnership whose preferential rights upon dissolution of the Company Partnership are junior to those of holders of Preferred Units. This Section 4(d) shall be without prejudice to the provisions of Sections 3(a), 3(b) and 4(a) hereof.