Liquidating Member definition

Liquidating Member has the meaning set forth in Section 8.3;

Liquidating Member means the Member designated as such by the Executive Committee from time-to-time; provided, however, that any Member that causes the dissolution of the Company under Section 12.01(d) hereof or with respect to which an Event of Default has occurred shall not serve as the Liquidating Member.

Liquidating Member means the Managing Member.

Examples of Liquidating Member in a sentence

• The Liquidating Member shall wind up the Company’s affairs, liquidate the property and assets, and terminate any remaining business.

• The proceeds of the liquidation shall be distributed in this order: (1) the expenses of liquidation; (2) debts and liabilities of the Company (including debts of the Company to the Members or affiliates); (3) a reserve for contingent or unforeseen liabilities or obligations to third parties (to be held in escrow by an agent chosen by the Liquidating Member); (4) to the Members in proportion to the Units owned by each Member relative to the total of all issued Units.

• The proceeds of the liquidation shall be distributed in this order: (1) the expenses of liquidation; (2) debts and liabilities of the Company (including debts of the Company to the Members or affiliates); (3) a reserve for contingent or unforeseen liabilities or obligations to third parties (to be held in escrow by an agent chosen by the Liquidating Member); (4) to the Members per their membership interests.

• The Liquidating Member is hereby irrevocably appointed as the true and lawful attorney in the name, place and stead of each of the Members, such appointment being coupled with an interest to make, execute, sign, acknowledge and file with respect to the Company all papers that shall be necessary or desirable to effect the dissolution and termination of the Company in accordance with the provisions of this Article 11.

• Notwithstanding any of the foregoing, the Liquidating Member may retain a sum deemed necessary by him or her as a reserve for any contingent liabilities, expenses and obligations of the Company.

More Definitions of Liquidating Member

Liquidating Member shall have the meaning given such term in Section 14.2 hereof.

Liquidating Member means the Member designated as such by the Managing Member but subject to the Approval of BH; provided, however, that any Member that is then in default hereunder or that causes the dissolution of the Company under Section 11.1(a)(iii) shall not serve as the Liquidating Member (in which event the Liquidating Member shall be the non-defaulting Member), and provided further that in the event of a dissolution under Section 11.1(a)(iii), the Liquidating Member shall be the bankruptcy trustee or debtor-in-possession of the bankruptcy estate of such last Member.

Liquidating Member means the Managing Member; provided, however, if the Managing Member's bankruptcy, withdrawal or liquidation shall have preceded the liquidation of the Company, the Non-Managing Member shall be the Liquidating Member.

Liquidating Member is defined in section 11.2(a).

Liquidating Member shall have the meaning set forth in Section 9.3 of this Agreement. 1.66 Major Decision. “Major Decision” shall have the meaning set forth in Section 4.4 of this Agreement. 1.67

Liquidating Member shall have the meaning set forth in Section 5.1(d).

Liquidating Member has the meaning set forth in Section 9.2 of this Agreement.