Common use of Winding-Up Procedures Clause in Contracts

Winding-Up Procedures. If a dissolution of the Company pursuant to Section 10.1 occurs, subject to the Company’s compliance with its obligation under the other terms and conditions of this Agreement, the Manager shall proceed as promptly as practicable to wind up the affairs of the Company in an orderly and businesslike manner. A final accounting shall be made by the Manager. As part of the winding up of the affairs of the Company, the following steps will be taken: (a) The assets of the Company, other than the Parent OP Units and any Required Distributions, shall be sold except to the extent that some or all of the assets of the Company are retained by the Company for distribution to the Members as hereinafter provided. (b) The Company shall comply with Section 18-804(b) of the Act. (c) Distributions of the assets of the Company after a dissolution of the Company shall be conducted as follows: (i) first, to creditors and Members who are creditors, to the extent otherwise permitted by Law, in satisfaction of liabilities of the Company (whether by payment or the making of reasonable provision for payment thereof) other than liabilities for which reasonable provision for payment has been made and liabilities for distributions to the Members under Section 18-601 of the Act; (ii) next, to the Members in satisfaction of liabilities (if any) for distributions under Section 18-601 of the Act; and (iii) finally, to the Members in proportion to their respective Percentage Interests, provided that, to the maximum extent possible, the Company shall distribute to each Member the Parent OP Units contributed to the Company by such Member.

Winding-Up Procedures. If a dissolution of the Company pursuant to Section 10.1 9.01 occurs, subject to the Company’s compliance with its obligation under the other agreements to which it is a party, the other terms and conditions of this AgreementAgreement or the Ancillary Documents, the Manager shall proceed as promptly as practicable to wind up the affairs of the Company in an orderly and businesslike manner. A final accounting shall be made by the Manager. As part of the winding up of the affairs of the Company, the following steps will be taken: (a) The assets of the Company, other than the Parent OP Units and any Required Distributions, Company shall be sold except to the extent that some or all of the assets of the Company are retained by the Company for distribution to the Members Member as hereinafter provided. (b) The Company shall comply with Section 18-804(b) of the Act. (c) Distributions of the assets of the Company after a dissolution of the Company shall be conducted as follows: (i) first, to creditors creditors, including the Participant (which for all purposes in its capacity as Participant shall constitute a creditor) and the Member or former Members who are creditors, to the extent otherwise permitted by Lawlaw, in satisfaction of liabilities of the Company (whether by payment or the making of reasonable provision for payment thereof) other than liabilities for which reasonable provision for payment has been made and liabilities for distributions to the Member and former Members under Section 18-601 of the Act; (ii) next, to the Member and former Members in satisfaction of liabilities (if any) for distributions under Section 18-601 of the Act; and (iii) finallynext, to the Members in proportion to their respective Percentage Interests, provided that, to the maximum extent possible, the Company shall distribute to each Member the Parent OP Units contributed to the Company by such Member.

Winding-Up Procedures. If a dissolution of the Company pursuant to Section 10.1 9.1 occurs, subject to the Company’s compliance with its obligation under the other agreements to which it is a party, the other terms and conditions of this AgreementAgreement or the Ancillary Documents, the Manager shall proceed as promptly as practicable to wind up the affairs of the Company in an orderly and businesslike manner. A final accounting shall be made by the Manager. As part of the winding up of the affairs of the Company, the following steps will be taken: (a) The assets of the Company, other than the Parent OP Units and any Required Distributions, Company shall be sold except to the extent that some or all of the assets of the Company are retained by the Company for distribution to the Members Member as hereinafter provided. (b) The Company shall comply with Section 18-804(b) of the Act. (c) Distributions of the assets of the Company after a dissolution of the Company shall be conducted as follows: (i) first, to creditors creditors, including the Participant (which for all purposes in its capacity as Participant shall constitute a creditor) and Member or former Members who are creditors, to the extent otherwise permitted by Lawlaw, in satisfaction of liabilities of the Company (whether by payment or the making of reasonable provision for payment thereof) other than liabilities for which reasonable provision for payment has been made and liabilities for distributions to the Member and former Members under Section 18-601 of the Act; (ii) next, to the Member and former Members in satisfaction of liabilities (if any) for distributions under Section 18-601 of the Act; and and (iii) finallynext, to the Members in proportion to their respective Percentage Interests, provided that, to the maximum extent possible, the Company shall distribute to each Member the Parent OP Units contributed to the Company by such Member.

Winding-Up Procedures. If a dissolution of the Company pursuant to Section 10.1 8.1 occurs, subject to the Company’s compliance with its obligation exercise by the Members of any rights they might have under the other terms and conditions of this AgreementAgreement or the Act, the Manager shall proceed as promptly as practicable to wind up the affairs of the Company in an orderly and businesslike mannermanner and distribute the assets thereof, within the time required by Treasury Regulation Section 1.704- 1(b)(2)(ii)(b)(2) (or any successor thereto) if applicable. A final accounting shall be made by the ManagerMembers. As part of the winding up of the affairs of the Company, the following steps will be taken: (a) The assets of the Company, other than the Parent OP Units and any Required Distributions, Company shall be sold (and the Capital Accounts of each Member adjusted in accordance with Section 4.1 to take into account the Net Income or Net Loss on such sale or sales) except to the extent that that, with the approval of Manager in its sole discretion, some or all of the assets of the Company are retained by the Company for distribution to the Members as hereinafter provided. The Capital Account for each Member shall be adjusted in accordance with Section 4.1 as if the Company sold such retained assets for their Agreed Values and the Net Income or Net Loss from such sale were allocated in accordance with Section 4.2. Any asset retained for distribution in accordance herewith shall be distributed at its Agreed Value (net of liabilities that the distributee Member is considered to assume or take subject to under Section 752 of the Code). (b) The Company shall comply with Section 18-804(b) of the Act. (c) Distributions of the assets of the Company after a dissolution of the Company shall be conducted as follows: (i) firstto creditors, to creditors including Members and Members Officers who are creditors, to the extent otherwise permitted by Lawlaw, in satisfaction of liabilities of the Company (whether by payment or the making of reasonable provision for payment thereof) other than liabilities for which reasonable provision for payment has been made and liabilities for distributions Distributions to the Members and former Members under Section 18-601 of the Act; (ii) next, to the Members and former Members in satisfaction of other liabilities (if any) for distributions Distributions under Section 18-601 of the Act; and (iii) finallythereafter, to the Members in proportion to their respective Percentage Interests, provided that, to the maximum extent possible, the Company shall distribute to each Member the Parent OP Units contributed to the Company by such MemberShare.

Winding-Up Procedures. If a dissolution of the Company pursuant to Section 10.1 8.1 occurs, subject to the Company’s compliance with its obligation exercise by the Members of any rights they might have under the other terms and conditions of this AgreementAgreement or the Act, the Manager shall proceed as promptly as practicable to wind up the affairs of the Company in an orderly and businesslike mannermanner and distribute the assets thereof, within the time required by Treasury Regulation Section 1.704-1(b)(2)(ii)(b)(2) (or any successor thereto) if applicable. A final accounting shall be made by the ManagerMembers. As part of the winding up of the affairs of the Company, the following steps will be taken: (a) The assets of the Company, other than the Parent OP Units and any Required Distributions, Company shall be sold (and the Capital Accounts of each Member adjusted in accordance with Section 4.1 to take into account the Net Income or Net Loss on such sale or sales) except to the extent that that, with the approval of Manager in its sole discretion, some or all of the assets of the Company are retained by the Company for distribution to the Members as hereinafter provided. The Capital Account for each Member shall be adjusted in accordance with Section 4.1 as if the Company sold such retained assets for their Agreed Values and the Net Income or Net Loss from such sale were allocated in accordance with Section 4.2. Any asset retained for distribution in accordance herewith shall be distributed at its Agreed Value (net of liabilities that the distributee Member is considered to assume or take subject to under Section 752 of the Code). (b) The Company shall comply with Section 18-804(b) of the Act. (c) Distributions of the assets of the Company after a dissolution of the Company shall be conducted as follows: (i) firstto creditors, to creditors including Members and Members Officers who are creditors, to the extent otherwise permitted by Lawlaw, in satisfaction of liabilities of the Company (whether by payment or the making of reasonable provision for payment thereof) other than liabilities for which reasonable provision for payment has been made and liabilities for distributions Distributions to the Members and former Members under Section 18-601 of the Act; (ii) next, to the Members and former Members in satisfaction of other liabilities (if any) for distributions Distributions under Section 18-601 of the Act; and (iii) finallythereafter, to the Members in proportion to their respective Percentage Interests, provided that, to the maximum extent possible, the Company shall distribute to each Member the Parent OP Units contributed to the Company by such MemberShare.

Winding-Up Procedures. If a dissolution of the Company pursuant to Section 10.1 8.1 occurs, subject to the Company’s compliance with its obligation exercise by the Members of any rights they might have under the other terms and conditions of this AgreementAgreement or the Act, the Manager Board shall proceed as promptly as practicable to wind up the affairs of the Company in an orderly and businesslike mannermanner and distribute the assets thereof, within the time required by Treasury Regulation Section 1.704-1(b)(2)(ii)(b)(2) (or any successor thereto) if applicable. A final accounting shall be made by the ManagerMembers. As part of the winding up of the affairs of the Company, the following steps will be taken: (a) The assets of the Company, other than the Parent OP Units and any Required Distributions, Company shall be sold (and the Capital Accounts of each Member adjusted in accordance with Section 4.1 to take into account the Net Income or Net Loss on such sale or sales) except to the extent that that, with the approval of the Board in its sole discretion, some or all of the assets of the Company are retained by the Company for distribution to the Members as hereinafter provided. The Capital Account for each Member shall be adjusted in accordance with Section 4.1 as if the Company sold such retained assets for their Agreed Values and the Net Income or Net Loss from such sale were allocated in accordance with Section 4.2. Any asset retained for distribution in accordance herewith shall be distributed at its Agreed Value (net of liabilities that the distributee Member is considered to assume or take subject to under Section 752 of the Code). (b) The Company shall comply with Section 18-804(b) of the Act. (c) Distributions of the assets of the Company after a dissolution of the Company shall be conducted as follows: (i) firstto creditors, to creditors including Members and Members Officers who are creditors, to the extent otherwise permitted by Lawlaw, in satisfaction of liabilities of the Company (whether by payment or the making of reasonable provision for payment thereof) other than liabilities for which reasonable provision for payment has been made and liabilities for distributions to the Members and former Members under Section 18-601 of the Act; (ii) next, to the Members and former Members in satisfaction of liabilities (if any) for distributions under Section 18-601 of the Act; and (iii) finallythereafter, to the Members in proportion to their respective Percentage Interests, provided that, to the maximum extent possible, the Company shall distribute to each Member the Parent OP Units contributed to the Company by such MemberCapital Account balances.

Winding-Up Procedures. If a dissolution of the Company pursuant to Section 10.1 9.1 occurs, subject to the Company’s compliance with its obligation under the other agreements to which it is a party, the other terms and conditions of this AgreementAgreement or the Ancillary Documents, the Manager shall proceed as promptly as practicable to wind up the affairs of the Company in an orderly and businesslike manner. A final accounting shall be made by the Manager. As part of the winding up of the affairs of the Company, the following steps will be taken: (a) The assets of the Company, other than the Parent OP Units and any Required Distributions, Company shall be sold except to the extent that some or all of the assets of the Company are retained by the Company for distribution to the Members Member as hereinafter provided. (b) The Company shall comply with Section 18-804(b) of the Act. (c) Distributions of the assets of the Company after a dissolution of the Company shall be conducted as follows: (i) first, to creditors creditors, including the Participant (which for all purposes in its capacity as Participant shall constitute a creditor) and Member or former Members who are creditors, to the extent otherwise permitted by Lawlaw, in satisfaction of liabilities of the Company (whether by payment or the making of reasonable provision for payment thereof) other than liabilities for which reasonable provision for payment has been made and liabilities for distributions to the Member and former Members under Section 18-601 of the Act; (ii) next, to the Member and former Members in satisfaction of liabilities (if any) for distributions under Section 18-601 of the Act; and (iii) finallynext, to the Members in proportion to their respective Percentage Interests, provided that, to the maximum extent possible, the Company shall distribute to each Member the Parent OP Units contributed to the Company by such Member.