DISTRIBUTIONS AFTER DISSOLUTION Clause Samples

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DISTRIBUTIONS AFTER DISSOLUTION. Upon dissolution, the Company must pay its debts before distributing cash, assets, or capital to the Member or the Member’s interests. The Member agrees that any distributions occurring after the dissolution of the Company will follow the process outlined in this Agreement and Section ▇▇-▇▇-▇▇▇ of the Act.
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DISTRIBUTIONS AFTER DISSOLUTION. In the event of the dissolution of the Company, all receipts received after such dissolution shall be applied and distributed solely in accordance with, and subject to the terms and conditions of, Section 17.3.
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DISTRIBUTIONS AFTER DISSOLUTION. In the event of the dissolution of the Company, all assets of the Company shall be applied and distributed solely in accordance with, and subject to the terms and conditions of, Section 17.3.
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DISTRIBUTIONS AFTER DISSOLUTION. Upon dissolution, the Company must pay its
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DISTRIBUTIONS AFTER DISSOLUTION. Upon dissolution, the DAO must pay its debts before distributing cash, assets, or capital to the Members or the Members’ interests. The Members agree that any distributions occurring after the dissolution of the DAO shall follow the process outlined in this Agreement and Section ▇▇-▇▇-▇▇▇ of the Act.
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DISTRIBUTIONS AFTER DISSOLUTION. Notwithstanding the provisions of Section 3.1 to the contrary, all distributions of Net Cash Flow to be made from and after the dissolution of the Partnership shall be made in accordance with the provisions of Article 10. 10 3.3
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DISTRIBUTIONS AFTER DISSOLUTION. Upon the dissolution of the Company, except to the extent that the Members unanimously agree to accept distributions in kind of non-cash Company Assets, such Company Assets shall be converted to cash or its equivalent and the Company’s affairs shall be wound up with reasonable speed but with a view towards obtaining fair value for Company Assets which are to be sold. Thereafter, the Company Assets remaining after payment of all liabilities of the Company (including, but not limited to, any amounts owed to the Members with respect to loans made pursuant to Section 3.2 above), and the establishment of such cash reserves for any contingent liabilities, or liabilities not liquidated as to amount, as are deemed reasonably necessary or appropriate by the Manager or other Person liquidating the Company (provided that the balance of such reserves is distributed to the Members as soon as practicable and pro rata in accordance with the Members’ respective positive Capital Account balances) and after all adjustments to the Members’ Capital Accounts have been made, shall be distributed by the end of the Fiscal Year during which the liquidation of the Company occurs (or if later, within ninety (90) days after the date of such liquidation), to the Members in the order of priority and to the extent specified as follows: (a) The balances outstanding on the date of dissolution of the Company in the TI/LC Account shall be held in escrow and distributed to ▇▇▇▇ in accordance with and at the times provided in the Agreement. (b) All other cash available for distribution shall be distributed as follows: (i) First to ▇▇▇▇, on account of unpaid Preferred Return due to it for the current and all prior Fiscal Years, an amount equal to such unpaid Preferred Return; (ii) Next, to ▇▇▇▇ until the Unreturned Capital Contribution of ▇▇▇▇ is returned in full; (iii) Next, to BOP, on account of unpaid Preferred Return due to it for he current and all prior fiscal years, an amount equal to such unpaid Preferred Return; (iv) Next, to BOP until the Unreturned Capital Contribution of BOP is returned in full; and (v) The balance, if any, to the Members in proportion to Capital Accounts.
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DISTRIBUTIONS AFTER DISSOLUTION. 10 3.3 Timing of Distributions Among Partners . . . . . . . . . . . . . . . . . 10
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Related to DISTRIBUTIONS AFTER DISSOLUTION

  • Distributions Upon Liquidation Proceeds from a Terminating Capital Transaction and any other cash received or reductions in reserves made after commencement of the liquidation of the Partnership shall be distributed to the Partners in accordance with Section 13.2.

  • Distribution of Cash (a) Subject to Sections 5.02(c), (d) and (e), the Partnership shall distribute cash at such times and in such amounts as are determined by the General Partner in its sole and absolute discretion, to the Partners who are Partners on the Partnership Record Date with respect to such quarter (or other distribution period) in proportion with their respective Percentage Interests on the Partnership Record Date. (b) In accordance with Section 4.04(a)(ii), the LTIP Unitholders shall be entitled to receive distributions in an amount per LTIP Unit equal to the Common Partnership Unit Distribution. (c) If a new or existing Partner acquires additional Partnership Units in exchange for a Capital Contribution on any date other than a Partnership Record Date, the cash distribution attributable to such additional Partnership Units relating to the Partnership Record Date next following the issuance of such additional Partnership Units shall be reduced in the proportion to (i) the number of days that such additional Partnership Units are held by such Partner bears to (ii) the number of days between such Partnership Record Date and the immediately preceding Partnership Record Date. (d) Notwithstanding any other provision of this Agreement, the General Partner is authorized to take any action that it determines to be necessary or appropriate to cause the Partnership to comply with any withholding requirements established under the Code or any other federal, state or local law including, without limitation, pursuant to Sections 1441, 1442, 1445 and 1446 of the Code. To the extent that the Partnership is required to withhold and pay over to any taxing authority any amount resulting from the allocation or distribution of income to a Partner or assignee (including by reason of Section 1446 of the Code), either (i) if the actual amount to be distributed to the Partner (the “Distributable Amount”) equals or exceeds the Withheld Amount, the entire Distributable Amount shall be treated as a distribution of cash to such Partner, or (ii) if the Distributable Amount is less than the Withheld Amount, the excess of the Withheld Amount over the Distributable Amount shall be treated as a Partnership Loan from the Partnership to the Partner on the day the Partnership pays over such amount to a taxing authority. A Partnership Loan shall be repaid upon the demand of the Partnership or, alternatively, through withholding by the Partnership with respect to subsequent distributions to the applicable Partner or assignee. In the event that a Limited Partner fails to pay any amount owed to the Partnership with respect to the Partnership Loan within 15 days after demand for payment thereof is made by the Partnership on the Limited Partner, the General Partner, in its sole and absolute discretion, may elect to make the payment to the Partnership on behalf of such Defaulting Limited Partner. In such event, on the date of payment, the General Partner shall be deemed to have extended a General Partner Loan to the Defaulting Limited Partner in the amount of the payment made by the General Partner and shall succeed to all rights and remedies of the Partnership against the Defaulting Limited Partner as to that amount. Without limitation, the General Partner shall have the right to receive any distributions that otherwise would be made by the Partnership to the Defaulting Limited Partner until such time as the General Partner Loan has been paid in full, and any such distributions so received by the General Partner shall be treated as having been received by the Defaulting Limited Partner and immediately paid to the General Partner. Any amounts treated as a Partnership Loan or a General Partner Loan pursuant to this Section 5.02(d) shall bear interest at the lesser of (i) 300 basis points above the base rate on corporate loans at large United States money center commercial banks, as published from time to time in The Wall Street Journal, Eastern Edition, or (ii) the maximum lawful rate of interest on such obligation, such interest to accrue from the date the Partnership or the General Partner, as applicable, is deemed to extend the loan until such loan is repaid in full. (e) In no event may a Partner receive a distribution of cash with respect to a Partnership Unit if such Partner is entitled to receive a cash dividend as the holder of record of a REIT Common Share for which all or part of such Partnership Unit has been or will be redeemed.