Liquidation and Dissolution. If the Company is liquidated, the assets of the Company shall be distributed to the Member or to a Successor or Successors.
Liquidation and Dissolution. 4.4.1. If the Company is liquidated, the assets of the Company shall be distributed to the Interest Holders in accordance with the balances in their respective Capital Accounts, after taking into account the allocations of Profit or Loss pursuant to Sections 4.1 or 4.2, if any, and distributions, if any, of cash or property, if any, pursuant to Sections 4.1 and 4.2.3.
4.4.2. No Interest Holder shall be obligated to restore a Negative Capital Account.
Liquidation and Dissolution. (a) Except as otherwise required by the Act or this Agreement, the Company shall have perpetual existence unless the Managing Member and the holders of at least a majority of the Company’s limited liability company interests shall elect to dissolve the Company or there is an entry of a decree of judicial dissolution under Section 18-802 of the Act.
(b) The death, retirement, resignation, expulsion, bankruptcy or dissolution of any Member or the occurrence of any other event that terminates the continued membership of any Member shall not cause the Company to be dissolved or its affairs to be wound up, and upon the occurrence of any such event, the Company shall be continued without dissolution.
Liquidation and Dissolution. Except as otherwise provided in this Section 13, the Company shall continue in perpetuity. The Company shall be dissolved and its affairs wound up upon the first to occur of (i) the written consent of the Managing Member; or (ii) the entry of a decree of judicial dissolution under Section 18-802 of the Act.
Liquidation and Dissolution. 4.5.1 If the Company is liquidated, the assets of the Company shall be distributed to the Members in accordance with the terms of Section 4.1 (subject to the effect of Section 4.3(d), above).
4.5.2 No Member shall be obligated to restore a Negative Capital Account.
Liquidation and Dissolution. (a) If the Company is liquidated, the assets of the Company shall be distributed to the Interest Holders as provided in section 8.2.
(b) No Interest Holder shall be obligated to restore a Negative Capital Account.
Liquidation and Dissolution. In the event the Company shall, at any time prior to the expiration of this Warrant and prior to the exercise thereof, dissolve, liquidate, or wind up its affairs, the Holder shall be entitled, upon the exercise thereof, to receive, in lieu of the shares that he would have been entitled to receive, the same kind and amount of assets as would have been issued, distributed, or paid to him upon any such dissolution, liquidation, or winding up with respect to such shares had he been the holder of record of such shares on the record date for the determination of those entitled to receive any such liquidating distribution. After any such dissolution, liquidation, or winding up that shall result in any cash distribution in excess of the Exercise Price provided for by this Warrant, the Holder may, at his option, exercise the same without making payment of the Exercise Price, and in such case, the Company shall upon the distribution to the Holder consider that the Exercise Price has been paid in full to it and, in making settlement to the Holder, shall deduct from the amount payable to the Holder an amount equal to such Exercise Price.
Liquidation and Dissolution. IV.5.1. Subject to Article VIII, if the Company is liquidated, the Board of Directors shall take full account of the Company assets and its liabilities and shall cause the Company assets or the proceeds from the sale thereof, to the extent sufficient therefor, to be applied and distributed, to the maximum extent permitted by law, in the following order:
(a) First, to creditors (including Members who are creditors, to the extent otherwise permitted by law) in satisfaction of all of the Company’s debts and other liabilities (whether by payment or the making of reasonable provision for payment thereof); and
(b) Second, to the Members in proportion to and to the extent of their positive Capital Account balances, determined after giving effect to all contributions, distributions and allocations for all periods.
XX.0.0. Xx Member shall be obligated to restore a negative Capital Account balance.
IV.5.3. In addition, the Company may offset any amounts due to any Member under this Section 4.5 by any amount owed by a Member to the Company.
Liquidation and Dissolution. 9 4.5 General....................................................................................... 9 4.6
Liquidation and Dissolution. The Company will take no action to place the Company or any subsidiary in dissolution, liquidation, or receivership.
