Liquidation of Company Assets. Upon dissolution of the Company, the Manager or, in the absence of a Manager, a liquidator appointed by a majority of the Class B Units, shall liquidate remaining Company Assets, apply and distribute the proceeds derived from the liquidation of the remaining Company Assets as contemplated by this Agreement, and cause the cancellation of the Company’s Certificate of Formation.
Liquidation of Company Assets. (A) In the event of dissolution and final termination of the Company, a full accounting of the assets and liabilities shall be taken, and the Company assets shall either be (i) distributed in kind or (ii) liquidated, with the Net Distributable Cash therefrom distributed in accordance with the provisions of Section 5.03(B) hereof by the later of (i) the last day of the Fiscal Year in which the termination occurs or (ii) ninety (90) days after the date on which the termination occurs.
Liquidation of Company Assets. Upon dissolution, the Liquidator shall sell such of the remaining assets of the Company as it deems necessary or appropriate. In lieu of the sale of any such assets, the Liquidator may convey, distribute and assign all or any part of such assets to the Majority Member in such form of ownership as shall be determined by the Liquidator to be applicable to the jurisdiction where the Property is located. A full accounting shall be made of the accounts of the Company and of the Company’s assets, liabilities and income, from the date of the last accounting to the date of such dissolution.
Liquidation of Company Assets. (A) Once the dissolution process commences, (i) the Company will continue to close and fund Investments for which the Company issued a binding, written commitment on or before the date of the election to dissolve pursuant to Section 10.1(A)(i), the termination of the Exclusivity Term under Section 10.1(A)(ii) or the date the notice to dissolve is given pursuant to Section 10.1(A)(ii), as the case may be, (ii) the Company will not commit to any new Investments, (iii) the Company will continue to operate until its last Investment is redeemed or sold, and (iv) the exclusivity provisions of Section 7.5 requiring each Member to bring all investment opportunities to the Company will terminate. 41
Liquidation of Company Assets. The Purchaser covenants, with regard to the assets of the Company (all of which are listed on Schedule 7.14 attached hereto) (the 11 13 "Assets"), that the Purchaser shall liquidate the Assets in an orderly manner as it determines in its reasonable discretion, and shall expend the proceeds of such liquidation, net of expenses associated therewith (and other reasonable expenses), to discharge any and all environmental remediation costs and expenses. As soon as practicable following the Closing, the Purchaser shall contract with outside consultants to discharge the Company's environmental liabilities in a commercially reasonable manner.
Liquidation of Company Assets
