Common use of Methods of Liquidation Clause in Contracts

Methods of Liquidation. If the Company is dissolved and not reconstituted, an accounting of the Project Assets, liabilities, and operations through the last day of the month in which the dissolution occurs shall be made by the Company Accountants, and the affairs of the Company shall be wound up and terminated. General Partner shall, subject to the provisions hereof, including those requiring the Approval of the Partners: (a) serve as the liquidating trustee of the Company; (b) be responsible for winding up and terminating the affairs of the Company and determine all matters in connection therewith (including the arrangements to be made with creditors, to what extent and under what terms the assets of the Company are to be sold, and the amount or necessity of cash reserves to cover contingent liabilities) as it deems; and (c) thereafter liquidate the assets of the Company as promptly as is consistent with obtaining the fair value thereof, and the proceeds therefrom, to the extent sufficient therefor, shall be applied and distributed in accordance with the following:

Appears in 2 contracts

Samples: Escrow Agreement (Parkway, Inc.), Escrow Agreement (Parkway, Inc.)

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Methods of Liquidation. If the Company is dissolved and not reconstituted, an accounting of the Project AssetsCompany assets, liabilities, liabilities and operations through the last day of the month in which the dissolution occurs shall be made by the Company AccountantsManaging Member, and the affairs of the Company shall be wound up and terminated. General Partner shall, subject to the provisions hereof, including those requiring the Approval of the Partners: (a) The Managing Member shall serve as the liquidating trustee of the Company; (b) . The liquidating trustee shall be responsible for winding up and terminating the affairs of the Company and shall determine all matters in connection therewith (including the arrangements to be made with creditors, to what extent and under what terms the assets of the Company are to be sold, sold and the amount or necessity of cash reserves to cover contingent liabilities) as it deems; deems advisable and (c) proper. The liquidating trustee thereafter shall liquidate the assets of the Company as promptly as is consistent with obtaining the fair value thereof, and the proceeds therefrom, to the extent sufficient therefor, shall be applied and distributed in accordance with the following:

Appears in 2 contracts

Samples: Limited Liability Company Agreement (American Skiing Co /Me), Limited Liability Company Agreement (American Skiing Co /Me)

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