Common use of MANNER OF WINDING UP Clause in Contracts

MANNER OF WINDING UP. The Company shall engage in no further business following dissolution other than that necessary for the orderly winding up of business and distribution of assets. The Company’s maintenance of offices shall not be deemed a continuation of business for purposes of this Section 13.3. Upon dissolution of the Company, the Liquidator shall, subject to Section 13.3(a), first attempt to distribute assets in kind if it can obtain the consent of each of the Members and, to the extent necessary, the creditors of the Company. If such consent is not obtained, the Liquidator shall sell the Company or all the Company’s property in such manner and on such terms as it deems fit, consistent with its fiduciary responsibility and having due regard to the activity and condition of the relevant market and general financial and economic conditions. Each Member shall share Profits, Losses and other items after the dissolution of the Company and during the period of winding up in the same manner as described in ARTICLE 4.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (DISH Network CORP), Limited Liability Company Agreement (DISH Network CORP), Limited Liability Company Agreement (DISH Network CORP)

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MANNER OF WINDING UP. The Company shall engage in no further business following dissolution other than that necessary for the orderly winding up of business and distribution of assets. The Company’s 's maintenance of offices shall not be deemed a continuation of business for purposes of this Section 13.314.3. Upon dissolution of the Company, the Liquidator shall, subject to Section 13.3(a)paragraph (a) above, first attempt to distribute assets in kind if it can obtain the consent of each of the Members and, to the extent necessary, the creditors of the Company. If such consent is not obtained, the Liquidator shall sell the Company or all the Company’s 's property in such manner and on such terms as it deems fit, consistent with its fiduciary responsibility and having due regard to the activity and condition of the relevant market and general financial and economic conditions. Each Member shall share Profits, Losses and other items after the dissolution of the Company and during the period of winding up in the same manner as described in ARTICLE 4.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (At&t Wireless Services Inc), Limited Liability Company Agreement (At&t Wireless Services Inc)

MANNER OF WINDING UP. The Company shall engage in no further business following dissolution other than that necessary for the orderly winding up of business and distribution of assets. The Company’s 's maintenance of offices shall not be deemed a continuation of business for purposes of this Section 13.310.3. Upon dissolution of the Company, the Liquidator shall, subject to Section 13.3(a)paragraph (a) above, first attempt to distribute assets in kind if it can obtain the consent of each of the Members and, to the extent necessary, the creditors of the Company. If such consent is not obtained, the Liquidator shall sell the Company or all the Company’s 's property in such manner and on such terms as it deems fit, consistent with its fiduciary responsibility and having due regard to the activity and condition of the relevant market and general financial and economic conditions. Each Member shall share Profits, Losses and other items after the dissolution of the Company and during the period of winding up in the same manner as described in ARTICLE Article 4.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Dobson Communications Corp), Limited Liability Company Agreement (Dobson Communications Corp)

MANNER OF WINDING UP. The Company shall engage in no further business following dissolution other than that necessary for the orderly winding up of business and distribution of assets. The Company’s 's maintenance of offices shall not be deemed a continuation of business for purposes of this Section 13.310.3. Upon dissolution of the Company, the Liquidator shall, subject to Section 13.3(a)paragraph (a) above, first attempt to distribute assets in kind if it can obtain the consent of each of the Members and, to the extent necessary, the creditors of the Company. If such consent is not obtained, the Liquidator shall sell the Company or all the Company’s 's property in such manner and on such terms as it deems fit, consistent with its fiduciary responsibility and having due regard to the activity and condition of the of.the relevant market and general financial and economic conditions. Each Member shall share Profits, Losses and other items after the dissolution of the Company and during the period of winding up in the same manner as described in ARTICLE Article 4.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Dutchess County Cellular Telephone Co Inc)

MANNER OF WINDING UP. The Company shall engage in no further business following dissolution other than that necessary for the orderly winding up of business and distribution of assets. The Company’s 's maintenance of offices shall not be deemed a continuation of business for purposes of this Section 13.38.3. Upon dissolution of the Company, the Liquidator shall, subject to Section 13.3(a8.3(a), first attempt to distribute assets in kind if it can obtain the consent of each of the Members and, to the extent necessary, the creditors of the Company. If such consent is not obtained, the Liquidator shall sell the Company or all the Company’s 's property in such manner and on such terms as it deems fit, consistent with its fiduciary responsibility and having due regard to the activity and condition of the relevant market and general financial and economic conditions. Each Member shall share Profits, Losses and other items after the dissolution of the Company and during the period of winding up in the same manner as described in ARTICLE 4Article 3.

Appears in 1 contract

Samples: Operating Agreement (Cincinnati Bell Inc)

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MANNER OF WINDING UP. The Company shall engage in no further business following dissolution other than that necessary for the orderly winding up of business and distribution of assets. The Company’s 's maintenance of offices shall not be deemed a continuation of business for purposes of this Section 13.3. Upon dissolution of the Company, the Liquidator shall, subject to Section 13.3(a), first attempt to distribute assets in kind if it can obtain the consent of each of the Members and, to the extent necessary, the creditors of the Company. If such consent is not obtained, the Liquidator shall sell the Company or all the Company’s 's property in such manner and on such terms as it deems fit, consistent with its fiduciary responsibility and having due regard to the activity and condition of the relevant market and general financial and economic conditions. Each Member shall share Profits, Losses and other items after the dissolution of the Company and during the period of winding up in the same manner as described in ARTICLE 4.

Appears in 1 contract

Samples: Limited Liability Company Agreement (DISH Network CORP)

MANNER OF WINDING UP. The Company shall engage in no further business following dissolution other than that necessary for the orderly winding up of business and distribution of assets. The Company’s 's maintenance of offices shall not be deemed a continuation of business for purposes of this Section 13.39.3. Upon dissolution of the Company, the Liquidator shall, subject to Section 13.3(a9.3(a), first attempt to distribute assets in kind if it can obtain the consent of each of the Members a Majority in Interest and, to the extent necessary, the creditors of the Company. If such consent is not obtained, the Liquidator shall sell the Company or all of the Company’s 's property in such manner and on such terms as it deems fit, consistent with its fiduciary responsibility and having due regard to the activity and condition of the relevant market and general financial and economic conditions. Each Except as otherwise provided in Section 9.3(d)(ii) each Member shall share Profitsnet profits, Losses net losses and other items after the dissolution of the Company and during the period of winding up in the same manner as described in ARTICLE 4Article 3.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Clearwire Corp)

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