Common use of Liquidation of Property and Application of Proceeds Clause in Contracts

Liquidation of Property and Application of Proceeds. Upon the dissolution of the Company, the Manager will wind up the Company’s affairs in accordance with the Delaware Act, and will be authorized to take any and all actions contemplated by the Delaware Act as permissible, including, without limitation: (a) prosecuting and defending suits, whether civil, criminal, or administrative; (b) settling and closing the Company’s business, causing the Company to prepare a final financial statement in accordance with Section 1.5.3 hereof, and making adjustments among Members with respect to distributions under Article 4 based upon such financial statement; (c) liquidating and reducing to cash the Company Property as promptly as is consistent with obtaining its fair value; (d) discharging or making reasonable provision for the Company’s liabilities; and (e) distributing the proceeds of liquidation and any undisposed Company Property to the Members in accordance with Section 4.2.2.

Appears in 1 contract

Samples: Operating Agreement (Moody National REIT I, Inc.)

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Liquidation of Property and Application of Proceeds. Upon the dissolution of the Company, the Manager Members (or, if none, a liquidator appointed by the Personal Representatives of the deceased Members) will wind up the Company’s 's affairs in accordance with the Delaware Act, and will be authorized to take any and all actions contemplated by the Delaware Act as permissible, including, without limitation: (a) prosecuting and defending suits, whether civil, criminal, or administrative; (b) settling and closing the Company’s 's business, causing the Company Accountants to prepare a final financial statement in accordance with Section 1.5.3 hereof1.5.3, and making adjustments among Members with respect to distributions under Article 4 based upon such financial statement; (c) liquidating and reducing to cash the Company Property as promptly as is consistent with obtaining its fair value; (d) discharging or making reasonable provision for the Company’s 's liabilities; and (e) distributing the proceeds of liquidation and any undisposed Company Property to the Members in accordance with Section 4.2.2the terms set herein as applicable to a terminating transaction.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Sitestar Corp)

Liquidation of Property and Application of Proceeds. Upon the dissolution of the Company, the Manager will wind up the Company’s affairs in accordance with the Delaware Act, and will be authorized to take any and all actions contemplated by the Delaware Act as permissible, including, without limitation: (a) prosecuting and defending suits, whether civil, criminal, or administrative; (b) settling and closing the Company’s business, causing the Company to prepare a final financial statement in accordance with Section 1.5.3 hereof1.5.3, and making adjustments among Members with respect to distributions under Article 4 based upon such financial statement; (c) liquidating and reducing to cash the Company Property Company’ assets, including the Property, as promptly as is consistent with obtaining its fair value; (d) discharging or making reasonable provision for the Company’s liabilities; and (e) distributing the proceeds of liquidation and any undisposed Company Property assets to the Members in accordance with Section 4.2.2.

Appears in 1 contract

Samples: Operating Agreement (Moody National REIT I, Inc.)

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Liquidation of Property and Application of Proceeds. Upon the dissolution of the Company, the Manager will wind up the Company’s 's affairs in accordance with the Delaware Act, and will be authorized to take any and all actions contemplated by the Delaware Act as permissible, including, without limitation: (a) prosecuting and defending suits, whether civil, criminal, or administrative; (b) settling and closing the Company’s 's business, causing the Company to prepare a final financial statement in accordance with Section 1.5.3 hereof1.5.3, and making adjustments among Members with respect to distributions under Article 4 based upon such financial statement; (c) liquidating and reducing to cash the Company Property Company’ assets, including the Property, as promptly as is consistent with obtaining its fair value; (d) discharging or making reasonable provision for the Company’s 's liabilities; and (e) distributing the proceeds of liquidation and any undisposed Company Property assets to the Members in accordance with Section 4.2.24.2.3.

Appears in 1 contract

Samples: Operating Agreement (Moody National REIT I, Inc.)

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