Common use of Dissolution Procedures Clause in Contracts

Dissolution Procedures. Upon dissolution of the Company at the expiration of the Company term or as set forth in Section 11.1: (a) The affairs of the Company shall be wound up and terminated under the direction of the Manager or the remaining Members in event of the withdrawal of the Manager. All matters relating to the dissolution and liquidation of the Company shall be determined by the Manager, or the remaining Members, as the case may be. (b) The proceeds of liquidation shall be distributed by the Company in payment of its liabilities in the following order: (i) to creditors, other than Members, in the order of priority established by law; (ii) to Members in repayment of loans made to the Company; and (iii) to all the Members in accordance with the positive balances in their Capital Accounts and if any Member's Capital Account has a deficit balance such Member shall not be required to contribute capital to the Company with respect to such deficit balance.