Common use of Pending Claims Clause in Contracts

Pending Claims. If there are any claims or potential claims (including potential Company expenses in connection therewith) against the Company (either directly or indirectly, including potential claims for which the Company might have an indemnification obligation) for which the possible loss cannot, in the judgment of the Managing Member, be definitively ascertained, then such claims shall initially be taken into account in computing Capital Accounts upon winding up and distributions pursuant to Section 8.2(b) (Distributions Upon Winding Up) at an amount estimated by the Managing Member to be sufficient to cover any potential loss or liability on account of such claims (including such potential Company expenses), and the Company shall retain funds (or assets) determined by the Managing Member in its discretion as a reserve against such potential losses and liabilities, including expenses associated therewith. The Managing Member may in its discretion obtain insurance or create escrow accounts or make other similar arrangements with respect to such losses and liabilities. Upon final settlement of such claims (including such potential Company expenses) or a determination by the Managing Member that the probable loss therefrom can be definitively ascertained, such claims (including such potential Company expenses) shall be taken into account in the amount at which they were settled or in the amount of the probable loss therefrom in computing Capital Accounts on winding up and amounts distributable pursuant to Section 8.2(b) (Distributions Upon Winding Up), and any excess funds retained shall be distributed.

Pending Claims. If there are any claims or potential claims (including potential Company Partnership expenses in connection therewith) against the Company Partnership (either directly or indirectly, including potential claims for which the Company Partnership might have an indemnification obligation) for which the possible loss cannot, in the judgment of the Managing MemberLiquidating Partner, be definitively reasonably ascertained, then such claims shall initially be taken into account in computing Capital Accounts upon winding winding-up and distributions pursuant to Section 8.2(b) (Distributions Upon Winding Up10.2(c) at an amount estimated by the Managing Member Liquidating Partner to be sufficient to cover any potential loss or liability on account of such claims (including such potential Company Partnership expenses), and the Company Partnership shall retain funds (or assets) determined by the Managing Member in its discretion Liquidating Partner acting reasonably as a reserve against such potential losses and liabilities, including expenses associated therewith. The Managing Member Liquidating Partner may in its reasonable discretion obtain insurance or create escrow accounts or make other similar arrangements with respect to such losses and liabilities. Upon final settlement of such claims (including such potential Company Partnership expenses) or a determination by the Managing Member Liquidating Partner that the probable loss therefrom can be definitively ascertained, such claims (including such potential Company Partnership expenses) shall be taken into account in the amount at which they were settled or in the amount of the probable loss therefrom in computing Capital Accounts on winding winding-up and amounts distributable pursuant to Section 8.2(b) (Distributions Upon Winding Up10.2(c), and any excess funds retained shall be distributed.

Pending Claims. If there are any claims or potential claims (including potential Company expenses Partnership Expenses in connection therewith) against the Company Partnership (either directly or indirectly, including potential claims for which the Company Partnership might have an indemnification obligation) for which the possible loss cannot, in the judgment of the Managing MemberGeneral Partner, be definitively ascertained, then such claims shall initially be taken into account in computing Capital Accounts upon winding up and distributions pursuant to Section 8.2(b9.2(b) (Distributions Upon Winding Up) at an amount estimated by the Managing Member General Partner to be sufficient to cover any potential loss or liability on account of such claims (including such potential Company expensesPartnership Expenses), and the Company Partnership shall retain funds (or assets) determined by the Managing Member General Partner in its discretion as a reserve against such potential losses and liabilities, including expenses associated therewith. The Managing Member General Partner may in its discretion obtain insurance or create escrow accounts or make other similar arrangements with respect to such losses and liabilities. Upon final settlement of such claims (including such potential Company expensesPartnership Expenses) or a determination by the Managing Member General Partner that the probable loss therefrom can be definitively ascertained, such claims (including such potential Company expensesPartnership Expenses) shall be taken into account in the amount at which they were settled or in the amount of the probable loss therefrom in computing Capital Accounts on winding up and amounts distributable pursuant to Section 8.2(b9.2(b) (Distributions Upon Winding Up), and any excess funds retained shall be distributeddistributed in accordance with Section 9.2(b).

Pending Claims. If there are any claims or potential claims (including potential Company expenses Partnership Expenses in connection therewith) against the Company Partnership (either directly or indirectly, including potential claims for which the Company Partnership might have an indemnification obligation) for which the possible loss cannot, in the judgment of the Managing MemberGeneral Partner, be definitively ascertained, then such claims shall initially be taken into account in computing the Capital Accounts upon winding up and distributions pursuant to Section 8.2(b) (Distributions Upon Winding Up8.2(a) at an amount estimated by the Managing Member General Partner to be sufficient to cover any potential loss or liability on account of such claims (including such potential Company Partnership expenses), and the Company Partnership shall retain funds (or assets) determined by the Managing Member General Partner in its discretion as a reserve against such potential losses and liabilities, including expenses associated therewith. The Managing Member General Partner may in its discretion obtain insurance or create escrow accounts or make other similar arrangements with respect to such losses and liabilities. Upon final settlement of such claims (including such potential Company expensesPartnership Expenses) or a determination by the Managing Member General Partner that the probable loss therefrom can be definitively ascertained, such claims (including such potential Company expensesPartnership Expenses) shall be taken into account in the amount at which they were settled or in the amount of the probable loss therefrom in computing Capital Accounts on winding up and amounts distributable to the Partnership pursuant to Section 8.2(b) (Distributions Upon Winding Up8.2(a), and any excess funds retained shall be distributeddistributed pursuant to Section 8.2(a).

Pending Claims. If there are any claims or potential claims (including potential Company expenses in connection therewith) against the Company (either directly or indirectly, including potential claims for which the Company might have an indemnification obligation) for which the possible loss cannot, in the judgment of the Managing MemberMembers, be definitively ascertained, then such claims shall initially be taken into account in computing Capital Accounts upon winding up and distributions pursuant to Section 8.2(b) (Distributions Upon Winding Up4.2(b) at an amount estimated by the Managing Member Members to be sufficient to cover any potential loss or liability on account of such claims (including such potential Company expenses), and the Company shall retain funds (or assets) determined by the Managing Member in its discretion Members as a reserve against such potential losses and liabilities, including expenses associated therewith. The Managing Member Members may in its discretion obtain insurance or create escrow accounts or make other similar arrangements with respect to such losses and liabilities. Upon final settlement of such claims (including such potential Company expenses) or a determination by the Managing Member Members that the probable loss therefrom can be definitively ascertained, such claims (including such potential Company expenses) shall be taken into account in the amount at which they were settled or in the amount of the probable loss therefrom in computing Capital Accounts on winding up and amounts distributable pursuant to Section 8.2(b) (Distributions Upon Winding Up4.2(b), and any excess funds retained shall be distributed.