Common use of Winding Up, Liquidation and Distribution of Assets Clause in Contracts

Winding Up, Liquidation and Distribution of Assets. (a) Upon dissolution, an accounting shall be made by the Company’s accountants of the accounts of the Company and of the Company’s assets, liabilities and operations, from the date of the last previous accounting until the date of dissolution. The Manager, or if none, the Persons or Persons selected by Majority Vote of the Members (the “Liquidator”) shall immediately proceed to wind up the affairs of the Company. (b) Following dissolution of the Company (whether pursuant to Section 14.1 or otherwise) and upon liquidation and winding up of the Company, the Manager or Liquidator shall make a final allocation of all items of income, gain, loss and expense in accordance with Article 8 hereof, and the Company’s liabilities and obligations to its creditors shall be satisfied to the extent required by the Act (whether by payment or the making of reasonable provision for payment) prior to any distributions to the Company. After such payment or reasonable provision for payment of all liabilities and obligations of the Company, the remaining assets, if any, shall be distributed among the Members under Article 9. (c) Upon completion of the winding-up, liquidation and distribution of the assets, the Company shall be deemed terminated.

Winding Up, Liquidation and Distribution of Assets. (a) Upon dissolution, an accounting shall be made by the CompanyTrust’s accountants of the accounts of the Company Trust and of the CompanyTrust’s assets, liabilities liabilities, and operations, from the date of the last previous accounting until the date of dissolution. The Managertrustee, or if none, the Persons or Persons selected by Majority Vote of the Members (the “Liquidator”) shall immediately proceed to wind up the affairs of the CompanyTrust. (b) Following the dissolution of the Company Trust (whether pursuant to Section 14.1 or otherwise) and upon liquidation and winding up of the CompanyTrust, the Manager trustee or Liquidator shall make a final allocation of all items of income, gain, loss loss, and expense in accordance with Article 8 hereof, and the CompanyTrust’s liabilities and obligations to its creditors shall be satisfied to the extent required by the Act (whether by payment or the making of reasonable provision for payment) prior to any distributions to the CompanyTrust. After such payment or reasonable provision for payment of all liabilities and obligations of the CompanyTrust, the remaining assets, if any, shall be distributed among the Members under Article 9. (c) Upon completion of the winding-up, liquidation liquidation, and distribution of the assets, the Company Trust shall be deemed terminated.