Liquidating Agent. The liquidation of the Company shall be conducted and supervised by the Managing Member or if there is no Managing Member, then by a Person designated for such purposes by the Member (the Managing Member or such Person designated to liquidate the Company is referred to as the “Liquidating Agent”). The Limited Liability Company Agreement Whale Interests LLC Liquidating Agent hereby is authorized and empowered to execute any and all documents and to take any and all actions necessary or desirable to effectuate the dissolution and liquidation of the Company in accordance with this Agreement. Promptly after the termination of the Company, the Liquidating Agent shall cause to be prepared and furnished to the Member a statement setting forth the assets and liabilities of the Company as of the date of termination. The Liquidating Agent, to the extent practicable, shall liquidate the assets of the Company as promptly as possible, but in an orderly and businesslike manner so as not to involve undue sacrifice.
Liquidating Agent. The winding up of the Company shall be conducted and supervised by a person designated for such purposes (the “Liquidating Agent”) by the Directors, or if the Directors cannot designate such person, by a Majority of the Class B Members, or by the sole Remaining Member if there is only one Remaining Member. The Liquidating Agent hereby is authorized and empowered to execute any and all documents and to take any and all actions necessary or desirable to effectuate the winding up and termination of the Company in accordance with this Agreement and the Act.
Liquidating Agent. The liquidation of the Company shall be conducted and supervised by the Managing Member or if there is no Managing Member, then by a Person designated for such purposes by the Member (the Managing Member or such Person designated to liquidate the Company is referred to as the “Liquidating Agent”). The Liquidating Agent hereby is authorized and empowered to execute any and all documents and to take any and all actions necessary or desirable to effectuate the dissolution and liquidation of the Company in accordance with this Agreement. Promptly after the termination of the Company, the Liquidating Agent shall cause to be prepared and furnished to the Member a statement setting forth the assets and liabilities of the Company as of the date of termination. The Liquidating Agent, to the extent practicable, shall liquidate the assets of the Company as promptly as possible, but in an orderly and businesslike manner so as not to involve undue sacrifice.
Liquidating Agent. RAIT and RPI hereby agree that, subject to the approval of the Purchase Money Lender, Brandywine Construction & Management, Inc. shall be appointed as Liquidating Agent as of Closing. RPI 49 agrees that, subject to the rights of the Purchase Money Lender, it will designate an Equity Holder after consulting with RAIT. It is expressly agreed that RAIT may not, in any manner whatsoever, interfere with, delay or otherwise impair Purchase Money Lender's rights to require designation of an Equity Holder. As long as the Purchase Money Financing shall be outstanding, the Liquidating Agent shall be irrevocably instructed to make all payments due thereon to the Purchase Money Lender prior to making any payments to RAIT or RPI 49.
Liquidating Agent. Upon dissolution of the Company, the Board shall act to liquidate the Company. The Board may, in its discretion (as determined by a Majority in Interest of Members), sell the assets of the Company or they may distribute all or any part of the assets in kind. Should the Board elect to distribute assets in kind, the assets shall be treated as if sold for fair market value during the year in which the assets are distributed, as reasonably determined by the Managers, and the Capital Accounts of the Members shall be adjusted to reflect any gain or loss which would have been realized had the assets been sold for fair market value and the proceeds received, it being intended that no different treatment of a Member shall result from a decision to distribute assets in kind rather than to sell assets. Net Profits and Net Losses realized during liquidation shall be credited and charged to the Members in the same shares and proportions as if realized during the year in which liquidation occurs.
Liquidating Agent. Upon the dissolution of the Partnership, the Partnership shall be liquidated in accordance with this Agreement and the Delaware Act. The liquidation shall be conducted and supervised by the General Partner or, if there is no General Partner, by a person who shall be designated for such purpose by the Limited Partners (the General Partner or such person so designated being herein referred to as the "Liquidating Agent"). The Liquidating Agent shall have all of the rights and powers with respect to the assets and liabilities of the Partnership in connection with the liquidation and termination of the Partnership that the General Partner has with respect to the assets and liabilities of the Partnership during the term of the Partnership, and the Liquidating Agent is hereby expressly authorized and empowered to execute any and all documents necessary or desirable to effectuate the liquidation and termination of the Partnership and the transfer of any asset or liability of the Partnership. The Liquidating Agent shall have the right from time to time, by revocable powers of attorney, to delegate to one or more persons or entities any or all such rights and powers and such authority and power to execute documents, and, in connection therewith, to fix the reasonable compensation of each such person or entity, which compensation shall be charged as an expense of liquidation.
Liquidating Agent. The liquidation of the Company shall be conducted and supervised by the Managing Member or if there is no Managing Member, then by a Person designated for such purposes by the Member (the Managing Member or such Person designated to liquidate the Company is referred to as the “Liquidating Agent”). The Liquidating Agent hereby is authorized and empowered to execute any and all documents and to take any and all actions necessary or desirable to effectuate the dissolution and liquidation of the Company in accordance with this Agreement. Promptly after the termination of the Company, the Liquidating Agent shall cause to be prepared and furnished to the Member a statement setting forth the assets and liabilities of the Company as of the date of termination. The Liquidating Agent, to the extent practicable, shall liquidate the assets of the Company as promptly as possible, but in an orderly and businesslike manner so as not to involve undue sacrifice. Limited Liability Company Agreement Yak Interests LLC
Liquidating Agent. Upon the termination of the Partnership, the General Partner will act as the Partnership’s liquidating agent, unless it is unavailable or is prohibited to do so by applicable law, in which event, a vote by a majority in interest of the Limited Partners shall appoint a liquidating agent. The General Partner or other liquidating agent shall be reimbursed for all fees and expenses relating to the liquidation of the Partnership and shall be entitled to reasonable compensation from the Partnership for acting as liquidating agent.
Liquidating Agent. The liquidation of the Company shall be conducted and supervised by the Managing Member or the Managing Member’s designee (the "Liquidating Agent"). The Liquidating Agent hereby is authorized and empowered to execute any and all documents and to take any and all actions necessary or desirable to effectuate the dissolution and liquidation of the Company in accordance with this Agreement. Promptly after the termination of the Company, the Liquidating Agent shall cause to be prepared and furnished to the Members a statement setting forth the assets and liabilities of the Company as of the date of termination. The Liquidating Agent, to the extent practicable, shall liquidate the assets of the Company as promptly as possible, but in an orderly and businesslike manner so as not to involve undue sacrifice. Neither the Managing Member nor the Liquidating Agent will be personally liable for the return of the capital contributions of the Non-Managing Members, it being expressly understood that such returns will be repayable only from the Company's assets.
Liquidating Agent. Upon dissolution of the Company, the Liquidating Agent shall act to liquidate the Company. The Liquidating Agent shall have the authority, in its discretion, to sell the assets of the Company or distribute any other part of the assets in kind. To the extent the Liquidating Agent distributes assets in kind, the assets shall be treated as if sold for fair market value during the year in which the assets are distributed, as reasonably determined by the Liquidating Agent, and the Capital Accounts of the Members shall be adjusted to reflect any gain or loss which would have been realized had the assets been sold for fair market value and the proceeds received, it being intended that no different treatment of a Member shall result from a decision to distribute assets in kind rather than to sell assets. Net Profits and Net Losses realized during liquidation shall be credited and charged to the Members in the same shares and proportions as if realized during the year in which liquidation occurs.
