Common use of Winding Up Company Affairs Clause in Contracts

Winding Up Company Affairs. (1) Upon the occurrence of any of the events specified in Section 14A(1) - (3) or the events specified in Section 14A(4) and the failure of the Members to continue the business under Section 14B, the Members shall wind up the affairs of the Company. After the payment of, or provisions for, all debts of the Company, the proceeds of the sale of the Company assets or the Company assets shall be distributed to the Members or their Successor-in-Interest pro rata in accordance with their positive Capital Accounts. If any assets are distributed in kind, they shall be distributed on the basis of the fair market value for purposes of the allocations under Section 6. Unless the Members otherwise agree, there shall be distributed to the Members as tenants-in-common an undivided interest in the assets equal to the distributions to which they are entitled under Section 6. (2) If the Company is "liquidated" within the meaning of Regulation Section 1.704-1 (b)(2)(ii)(g), then the liquidating distributions shall be made by the later of (i) the end of the Company taxable year in which liquidation occurs, or (ii) ninety (90) days after the date of liquidation. LLC Agreement of North Cape Fisheries, LLC - 18 (3) The Company shall terminate when all assets of the Company have been sold and/or distributed and all affairs of the Company have been wound up.

Winding Up Company Affairs. (1) Upon the occurrence of any of the events specified in Section 14A(114A(l) - (3) or the events specified in Section 14A(4) and the failure of the Members to continue the business under Section 14B, the Members shall wind up the affairs of the Company. After the payment of, or provisions for, all debts of the Company, the proceeds of the sale of the Company assets or the Company assets shall be distributed to the Members or their Successor-in-Interest pro rata in accordance with their positive Capital Accounts. If any assets are distributed in kind, they shall be distributed on the basis of the fair market value for purposes of the allocations under Section 6. Unless the Members otherwise agree, there shall be distributed to the Members as tenants-in-common an undivided interest in the assets equal to the distributions to which they are entitled under Section 6. (2) If the Company is "liquidated" within the meaning of Regulation Section 1.704-1 (b)(2)(ii)(gl(b)(2)(ii)(g), then the liquidating distributions shall be made by the later of (i) the end of the Company taxable year in which liquidation occurs, or (ii) ninety (90) days after the date of liquidation. LLC Agreement of North Cape Fisheries, LLC - 18. (3) The Company shall terminate when all assets of the Company have been sold and/or distributed and all affairs of the Company have been wound up.

Winding Up Company Affairs. (1) Upon the occurrence of any of the events specified in Section 14A(1) - (314A(l)-(3) or the events specified in Section 14A(4) and the failure of the Members to continue the business under Section 14B, the Members shall wind up the affairs of the Company. After the payment of, or provisions for, all debts of the Company, the proceeds of the sale of the Company assets or the Company assets shall be distributed to the Members or their Successor-in-Interest pro rata in accordance with their positive Capital Accounts. If any assets are distributed in kind, they shall be distributed on the basis of the fair market value for purposes of the allocations under Section 6. Unless the Members otherwise agree, there shall be distributed to the Members as tenants-in-common an undivided interest in the assets equal to the distributions to which they are entitled under Section 6. (2) If the Company is "liquidated" within the meaning of Regulation Section 1.704-1 (b)(2)(ii)(g1(b)(2)(ii)(g), then the liquidating distributions shall be made by the later of (i) the end of the Company taxable year in which liquidation occurs, or (ii) ninety (90) days after the date of liquidation. LLC Agreement of North Cape FisheriesXxxxx Xxx, LLC - 18 (3) The Company shall terminate when all assets of the Company have been sold and/or distributed and all affairs of the Company have been wound up.

Winding Up Company Affairs. (1) Upon the occurrence of any of the events specified in Section 14A(1) - (3) or the events specified in Section 14A(4) and the failure of the Members to continue the business under Section 14B, the Members shall wind up the affairs of the Company. After the payment of, or provisions for, all debts of the Company, the proceeds of the sale of the Company assets or the Company assets shall be distributed to the Members or their Successor-in-Interest pro rata in accordance with their positive Capital Accounts. If any assets are distributed in kind, they shall be distributed on the basis of the fair market value for purposes of the allocations under Section 6. Unless the Members otherwise agree, there shall be distributed to the Members as tenants-in-common an undivided interest in the assets equal to the distributions to which they are entitled under Section 6. (2) If the Company is "liquidated" within the meaning of Regulation Section 1.704-1 (b)(2)(ii)(g), then the liquidating distributions shall be made by the later of (i) the end of the Company taxable year in which liquidation occurs, or (ii) ninety (90) days after the date of liquidation. LLC Agreement of North Cape Fisheries, LLC - 18. (3) The Company shall terminate when all assets of the Company have been sold and/or distributed and all affairs of the Company have been wound up.