Winding Up, Liquidation and Distribution of Assets of a Series Upon Termination of the Series Sample Clauses

Winding Up, Liquidation and Distribution of Assets of a Series Upon Termination of the Series. (a) Upon termination of a Series, the Manager shall wind up such Series’ affairs; provided, however, that a reasonable time shall be allowed for the orderly liquidation of the assets of such Series and the discharge of liabilities of such Series to its creditors so as to enable the Manager to minimize any losses attendant upon a liquidation. The proceeds of liquidation shall be distributed in accordance with Section 7.9(b).
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Winding Up, Liquidation and Distribution of Assets of a Series Upon Termination of the Series. (a) Upon termination of a Series, the Managers shall commence to wind up the Series' affairs; provided, however, that a reasonable time will be allowed for the orderly liquidation of the assets of the Series and the discharge of liabilities of the Series to its creditors so as to enable the Members associated with the Series to minimize any losses attendant upon a liquidation. The Members associated with the Series will continue to share in the allocation of the Profits and Losses of the Series during the liquidation of the Series in the same proportions as before liquidation of the Series. The Members associated with the Series will be furnished with a statement prepared by a certified public accountant selected by the Managers, in its sole discretion, at the expense of the Series, that will set forth the assets and liabilities of the Series as of the date of termination. Except as otherwise provided in a Separate Series Operating Agreement of a Series, proceeds of liquidation will be distributed in the following order and priority:

Related to Winding Up, Liquidation and Distribution of Assets of a Series Upon Termination of the Series

  • RIGHTS UPON DISTRIBUTION OF ASSETS In addition to any adjustments pursuant to Section 2 above, if the Company shall declare or make any dividend or other distribution of its assets (or rights to acquire its assets) to holders of shares of Common Stock, by way of return of capital or otherwise (including, without limitation, any distribution of cash, stock or other securities, property, options, evidence of indebtedness or any other assets by way of a dividend, spin off, reclassification, corporate rearrangement, scheme of arrangement or other similar transaction) (a “Distribution”), at any time after the issuance of this Warrant, then, in each such case, the Holder shall be entitled to participate in such Distribution to the same extent that the Holder would have participated therein if the Holder had held the number of shares of Common Stock acquirable upon complete exercise of this Warrant (without regard to any limitations or restrictions on exercise of this Warrant, including without limitation, the Maximum Percentage) immediately before the date on which a record is taken for such Distribution, or, if no such record is taken, the date as of which the record holders of shares of Common Stock are to be determined for the participation in such Distribution (provided, however, that to the extent that the Holder’s right to participate in any such Distribution would result in the Holder and the other Attribution Parties exceeding the Maximum Percentage, then the Holder shall not be entitled to participate in such Distribution to the extent of the Maximum Percentage (and shall not be entitled to beneficial ownership of such shares of Common Stock as a result of such Distribution (and beneficial ownership) to the extent of any such excess) and the portion of such Distribution shall be held in abeyance for the benefit of the Holder until such time or times, if ever, as its right thereto would not result in the Holder and the other Attribution Parties exceeding the Maximum Percentage, at which time or times the Holder shall be granted such Distribution (and any Distributions declared or made on such initial Distribution or on any subsequent Distribution held similarly in abeyance) to the same extent as if there had been no such limitation).

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