Liquidation Upon Dissolution. Upon the dissolution of the LLC, sole and plenary authority to effectuate the liquidation of the assets of the LLC shall be vested in the Member, which shall have full power and authority to sell, assign and encumber any and all of the LLC’s assets and to wind up and liquidate the affairs of the LLC in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC distributable upon a dissolution and winding up of the LLC shall be applied in the following order of priority: (i) first, to the creditors of the LLC, which may include the Member as a creditor, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC (or any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions for payment thereof; and (ii) thereafter, one hundred percent (100%) to the Member.
Appears in 67 contracts
Samples: Limited Liability Company Agreement (Peabody Trout Creek Reservoir LLC), Limited Liability Company Agreement (Pacific Export Resources, LLC), Limited Liability Company Agreement (Pacific Export Resources, LLC)
Liquidation Upon Dissolution. Upon the dissolution of the LLCCompany, sole and plenary authority to effectuate the liquidation of the assets of the LLC Company shall be vested in the Membermanagers, which who shall have full power and authority to sell, assign and encumber any and all of the LLCCompany’s assets and to wind up and liquidate the affairs of the LLC Company in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC Company distributable upon a dissolution and winding up of the LLC Company shall be applied in the following order of priority:
(i) a. first, to the creditors of the LLCCompany, which may include the Member as including any creditor that is a creditormember, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC Company (or of any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions provision for payment thereof; and
(ii) b. thereafter, one hundred percent (100%) to the Member.
Appears in 7 contracts
Samples: Limited Liability Company Agreement (Brasdril Sociedade De Perfuracoes Ltda.), Limited Liability Company Agreement (Brasdril Sociedade De Perfuracoes Ltda.), Limited Liability Company Agreement (Brasdril Sociedade De Perfuracoes Ltda.)
Liquidation Upon Dissolution. Upon the dissolution of the LLC, sole and plenary authority to effectuate the liquidation of the assets of the LLC shall be vested in the MemberManager, which shall have full power and authority to sell, assign and encumber any and all of the LLC’s assets and to wind up and liquidate the affairs of the LLC in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC distributable upon a dissolution and winding up of the LLC shall be applied in the following order of priority:
(i) first, to the creditors of the LLC, which may include the Member as a creditor, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC (or any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions for payment thereof; and
(ii) thereafter, one hundred percent (100%) to the Member.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (Pacific Export Resources, LLC), Limited Liability Company Agreement (Pacific Export Resources, LLC), Limited Liability Company Agreement (Pacific Export Resources, LLC)
Liquidation Upon Dissolution. Upon the dissolution of the LLC, sole and plenary authority to effectuate the liquidation of the assets of the LLC shall be vested in the Member, which shall have full power and authority to sell, assign and encumber any and all of the LLC’s assets and to wind up and liquidate the affairs of the LLC in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC distributable upon a dissolution and winding up of the LLC shall be applied in the following order of priority:
(iI) first, to the creditors of the LLC, which may include the Member as a creditor, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC (or any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions for payment thereof; and
(ii) thereafter, one hundred percent (100%) to the Member.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Pacific Export Resources, LLC), Limited Liability Company Agreement (Pacific Export Resources, LLC), Limited Liability Company Agreement (Pacific Export Resources, LLC)
Liquidation Upon Dissolution. Upon the dissolution of the LLC, sole and plenary authority to effectuate the liquidation of the assets of the LLC shall be vested in the Member, which shall have full power and authority to sell, assign and encumber any and all of the LLC’s assets and to wind up and liquidate the affairs of the LLC in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC distributable upon a dissolution and winding up of the LLC shall be applied in the following order of priority:
(i) : first, to the creditors of the LLC, which may include the Member as a creditor, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC (or any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions for payment thereof; and
(ii) thereafter, one hundred percent (100%) to the Member.
Appears in 2 contracts
Samples: Operating Agreement (Pacific Export Resources, LLC), Limited Liability Company Agreement (Pacific Export Resources, LLC)
Liquidation Upon Dissolution. Upon the dissolution of the LLC, sole and plenary authority to effectuate the liquidation of the assets of the LLC shall be vested in the Member, which shall have full power and authority to sell, assign and encumber any and all of the LLC’s assets and to wind up and liquidate the affairs of the LLC in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC distributable upon a dissolution and winding up of the LLC shall be applied in the following order of priority:
(i) first, to the creditors of the LLC, which may include the Member as a creditor, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC (or of any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions provision for payment thereof; and
(ii) thereafter, one hundred percent (100%) % to the Member.
Appears in 1 contract
Samples: Limited Liability Company Agreement (FF-TSY Holding CO II, LLC)
Liquidation Upon Dissolution. Upon the dissolution of the LLC, sole and plenary authority to effectuate the liquidation of the assets of the LLC shall be vested in the Member, which shall have full power and authority to sell, assign and encumber any and all of the LLC’s assets and to wind up and liquidate the affairs of the LLC in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC distributable upon a dissolution and winding up of the LLC shall be applied in the following order of priority:
(i) first, to the creditors of the LLC, which may include the Member as a creditor, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC (or any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions for payment thereof.; and
(ii) thereafter, one hundred percent (100%) to the Member.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Pacific Export Resources, LLC)
Liquidation Upon Dissolution. Upon the dissolution of the LLC, sole and plenary authority to effectuate the liquidation of the assets of the LLC shall be vested in the Member, which shall have full power and authority to sell, assign and encumber any and all of the LLC’s assets and to wind up and liquidate the affairs of the LLC in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC distributable upon a dissolution and winding up of the LLC shall be applied in the following order of priority:
(i) first, to the creditors of the LLC, which may include the Member as a creditor, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC (or any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions for payment thereof; and
(ii) thereafter, one hundred percent (100%) to the Member.the
Appears in 1 contract
Samples: Limited Liability Company Agreement (Pacific Export Resources, LLC)
Liquidation Upon Dissolution. Upon the dissolution of the LLC, sole and plenary authority to effectuate the liquidation of the assets of the LLC shall be vested in the MemberMembers, which shall have full power and authority to sell, assign and encumber any and all of the LLC’s assets and to wind up and liquidate the affairs of the LLC in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC distributable upon a dissolution and winding up of the LLC shall be applied in the following order of priority:
(i) first, to the creditors of the LLC, which may include including the Member as a creditorMembers, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC (or of any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions provision for payment thereof; and
(ii) thereafter, one hundred percent (100%) to the MemberMembers.
Appears in 1 contract
Samples: Limited Liability Company Agreement (United Rentals North America Inc)
Liquidation Upon Dissolution. Upon the dissolution of the LLC, sole and plenary authority to effectuate the liquidation of the assets of the LLC shall be vested in the Member, which shall have full power and authority to sell, assign and encumber any and all of the LLC’s assets and to wind up and liquidate the affairs of the LLC I,LC in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC distributable upon a dissolution and winding up of the LLC shall be applied in the following order of priority:
(i) first, to the creditors of the LLC, which may include the Member as a creditor, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC (or any nature whatsoever, including, without limitation, fixed or contingent, matured or unmaturedum-natured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions for payment thereof; and
(ii) thereafter, one hundred percent (100%) to the Member.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Pacific Export Resources, LLC)
Liquidation Upon Dissolution. Upon the dissolution of the LLC, sole and plenary authority to effectuate the liquidation of the assets of the LLC shall be vested in the Member, which shall have full power and authority to sell, assign and encumber any and all of the LLC’s assets and to wind up and liquidate the affairs of the LLC in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC distributable upon a dissolution and winding up of the LLC shall be applied in the following order of priority:
(i) first, to the creditors of the LLC, which may include the Member as a creditor, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC (or any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured-unsecured), whether by payment or the making of reasonable provisions for payment thereof; and
(ii) thereafter, one hundred percent (100%) to the Member.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Pacific Export Resources, LLC)
Liquidation Upon Dissolution. Upon the dissolution of the LLCCompany, sole and plenary authority to effectuate the liquidation of the assets of the LLC Company shall be vested in the Membermanagers, which who shall have full power and authority to sell, assign and encumber any and all of the LLCCompany’s assets and to wind up and liquidate the affairs of the LLC Company in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC Company distributable upon a dissolution and winding up of the LLC Company shall be applied in the following order of priority:
(i) a. first, to the creditors of the LLCCompany, which may include the Member as including any creditor that is a creditormember, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC Company (or of any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions provision for payment thereof; and
(ii) b. thereafter, one hundred percent (100%) to the Member.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Diamond Offshore Drilling, Inc.)
Liquidation Upon Dissolution. Upon the dissolution of the LLC, sole and plenary authority to effectuate the liquidation of the assets of the LLC shall be vested in the Member, which shall have full power and authority to sell, assign and encumber any and all of the LLC’s 's assets and to wind up and liquidate the affairs of the LLC in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC distributable upon a dissolution and winding up of the LLC shall be applied in the following order of priority:
(i) first, to the creditors of the LLC, which may include the Member as a creditor, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC (or any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions for payment thereof; and
(ii) thereafter, one hundred percent (100%) to the Membermember.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Pacific Export Resources, LLC)
Liquidation Upon Dissolution. Upon the dissolution of the LLC, sole and plenary authority to effectuate the liquidation of the assets of the LLC shall be vested in the Member, which shall have full power and authority to sell, assign and encumber any and all of the LLC’s assets and to wind up and liquidate the affairs of the LLC in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC distributable upon a a. dissolution and winding up of of. the LLC shall be applied in the following order of priority:
(iI) first, to the creditors of the LLC, which may include the Member as a creditor, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC (or any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions for payment thereof; and
(ii) thereafter, one hundred percent (100%) to the Member.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Pacific Export Resources, LLC)
Liquidation Upon Dissolution. Upon the dissolution of the LLC, sole and plenary authority to effectuate the liquidation of the assets of the LLC shall be vested in the Member, which shall have full power and authority to sell, assign and encumber any and all of the LLC’s assets and to wind up and liquidate the affairs of the LLC in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC distributable upon a dissolution and winding up of the LLC shall be applied in the following order of priority:
(i) first, to the creditors of the LLC, which may include the Member as a creditor, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC (or of any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions provision for payment thereof; and
(ii) thereafter, one hundred percent (100%) to the Member.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Pacific Export Resources, LLC)
Liquidation Upon Dissolution. Upon the dissolution of the LLCCompany, sole and plenary authority to effectuate the liquidation of the assets of the LLC Company shall be vested in the Managing Member, which shall have full power and authority to sell, assign and encumber any and all of the LLCCompany’s assets and to wind up and liquidate the affairs of the LLC Company in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC Company distributable upon a dissolution and winding up of the LLC Company shall be applied in the following order of priority:
(i) first, to the creditors of the LLCCompany, which may include the Managing Member as a creditor, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC Company (or of any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions provision for payment thereof; and
(ii) thereafter, one hundred percent (100%) % to the Managing Member.
Appears in 1 contract
Samples: Master Purchase Agreement (Morgans Hotel Group Co.)
Liquidation Upon Dissolution. Upon the dissolution of the LLC, sole and plenary authority to effectuate the liquidation of the assets of the LLC shall be vested in the Member, which shall have full power and authority to sell, assign and encumber any and all of the LLC’s ’ s assets and to wind up and liquidate the affairs of the LLC in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC distributable upon a dissolution and winding up of the LLC shall be applied in the following order of priority:
(i) first, to the creditors of the LLC, which may include the Member as a creditor, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC (or any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions for payment thereof; and
(ii) thereafter, one hundred percent (100%) to the Member.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Pacific Export Resources, LLC)
Liquidation Upon Dissolution. Upon the dissolution of the LLC, sole and plenary authority to effectuate the liquidation of the assets of the LLC shall be vested in the MemberBoard of Managers unless otherwise determined by act of the Members, which shall have full power and authority to sell, assign and encumber any and all of the LLC’s assets and to wind up and liquidate the affairs of the LLC in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC distributable upon a dissolution and winding up of the LLC shall be applied in the following order of priority:
(i) first, to the creditors of the LLC, which may include including the Member as a creditorMember, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC (or of any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions provision for payment thereof; and
(ii) thereafter, one hundred percent (100%) to the MemberMembers.
Appears in 1 contract
Liquidation Upon Dissolution. Upon the dissolution of the LLC, sole and plenary authority to effectuate the liquidation of the assets of the LLC shall be vested in the Member, which shall have full power and authority to sell, assign and encumber any and all of the LLC’s assets and to wind up and liquidate the affairs of the LLC in an orderly and business-like manner. The proceeds of liquidation of the assets of the LLC distributable upon a dissolution and winding up of the LLC shall be applied in the following order of priority:
(i) first, to the creditors of the LLC, which may include the Member as a creditor, in the order of priority provided by law, in satisfaction of all liabilities and obligations of the LLC (or any nature whatsoever, including, without limitation, fixed or contingent, matured or unmatured, legal or equitable, secured or unsecured), whether by payment or the making of reasonable provisions for payment thereof; andand employee, shareholder, controlling person or agent of the LLC or the Member for liabilities of the LLC.
(ii) thereafter, one hundred percent (100%) to the Member.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Pacific Export Resources, LLC)