Common use of Winding Up of Affairs Clause in Contracts

Winding Up of Affairs. Upon the dissolution of the Company in accordance with the provisions of this Agreement, the Company shall immediately commence winding up its affairs. The winding-up of the affairs of the Company and the distribution of its assets shall be conducted exclusively by the Liquidator, and the Liquidator is hereby authorized to do all acts authorized by law for these purposes. Without limiting the generality of the foregoing, the Liquidator, in carrying out such winding-up and distribution, shall have full power and authority to sell all or any of the Company assets or to distribute the same in kind to the Members. Any assets distributed in kind shall be subject to all operating agreements or other agreements relating thereto which shall survive the termination of the Company.

Winding Up of Affairs. Upon the dissolution of the Company in accordance with the provisions of this Agreement, the Company shall immediately commence winding up its affairsaffairs and shall file a notice of dissolution or cancellation. The winding-up of the affairs of the Company and the distribution of its assets shall be conducted exclusively by the Liquidator, and the Liquidator who is hereby authorized to do all acts authorized by law for these purposes. Without limiting the generality of the foregoing, the Liquidator, in carrying out such winding-up and distribution, shall have full power and authority to sell all or any of the Company assets or to distribute the same in kind to the Members. Any assets distributed in kind shall be subject to all operating agreements or other agreements relating thereto which shall survive the termination of the Company. Following the winding-up of the Company, the proceeds from liquidation of Company assets shall be applied and distributed as set forth in Section 11.3.