Winding Up and Liquidation of the Company. Upon dissolution, the Company shall continue solely for the purpose of winding up its affairs in an orderly manner, liquidating its assets and satisfying the claims of creditors and the Sole Member. Upon dissolution, a full accounting of the assets and liabilities of the Company shall be taken, and the Company assets shall be distributed as promptly as possible as hereinafter provided:
Winding Up and Liquidation of the Company. (a) Upon the dissolution of the Company, the Manager shall proceed to wind up the affairs and liquidate the property and assets of the Company, and shall apply and distribute the proceeds of such liquidation in the following priority:
Winding Up and Liquidation of the Company. Upon dissolution, the Company shall cease carrying on its business and affairs and shall commence the winding up of the Company's business and affairs and the liquidation of its assets (subject, in all respects, to the provisions of Section 4.19 hereof). Upon the winding up of the Company, the assets of the Company shall be distributed first to creditors to the extent permitted by law, in satisfaction of the Company's debts, liabilities and obligations and then to Members in accordance with the Members' Capital Accounts, determined after the allocation of all Profits, Losses, and items of income, gain, expense or loss. Such proceeds shall be paid to such Members within ninety (90) days after the date of winding up.
Winding Up and Liquidation of the Company. Article 47.- Winding up of the company The Company will be wound up:
Winding Up and Liquidation of the Company. (a) Upon an event of dissolution described in Section 9.1, the Board of Managers shall diligently proceed to cause the Company to wind up its affairs and liquidate and distribute its assets in accordance with this Agreement. During the time prior to liquidation, the Company shall continue as a continuing limited liability company bound by the terms of this Agreement and the Board of Managers shall have the right to do all acts authorized by Law for the purpose of winding up the affairs of the Company.
Winding Up and Liquidation of the Company. Upon the dissolution of the Company, GMAC will wind up the affairs of the Company, liquidate the property and assets of the Company, and apply and distribute the proceeds of such liquidation in the following priority:
Winding Up and Liquidation of the Company. 23 9.1 Winding Up and Liquidation of the Company 23 9.2 Certificate of Cancellation 24 ARTICLE X SECURITIES LAW PROVISIONS 24 10.1 Claims of Exemption 24 10.2 General Provisions 24 ARTICLE XI MISCELLANEOUS PROVISIONS 25 11.1 Notices 25 11.2 Offset 26 11.3 Construction 26 11.4 Severability 27 11.5 Waiver 27 11.6 Entire Agreement 27 11.7 Amendments to this Agreement 27
Winding Up and Liquidation of the Company. (a) Upon the dissolution of the Company in accordance with Sections 8.1 and 4.3(b) hereof, unless it is reconstituted as provided in Section 6.2(c) or 8.1(b) hereof, the Managers shall proceed to wind up the affairs and liquidate the property and assets of the Company, and shall apply and distribute the proceeds of such liquidation in the following priority:
Winding Up and Liquidation of the Company. Upon dissolution, the Company shall cease carrying on its business and affairs and shall commence the winding up of the Company's business and affairs and the liquidation of its assets (subject, in all respects, to the provisions of Sections 4.19 and 4.20 hereof). Upon the winding up of the Company, the assets of the Company shall be distributed first to creditors to the extent permitted by law, in satisfaction of the Company's debts, liabilities and obligations, then for contingent liabilities determined by the Investment Committee, and then to Members in accordance with their Capital Account balances, determined after the allocation of all Profits, Losses and items of income, gain, expense or loss. Such proceeds shall be paid to such Members within ninety (90) days after the date of winding up.
Winding Up and Liquidation of the Company. (a) Upon an event of dissolution described in SECTION 9.1, the Managing Member shall (i) deliver to the Secretary of the State of Delaware for filing a certificate of dissolution in accordance with the Act, and (ii) diligently proceed to wind-up the affairs of the Company, liquidate its assets and distribute the assets in accordance with this Agreement. During the time prior to the liquidation, the Company shall be continued as a continuing limited liability company bound by the terms of this Agreement, the continuing limited company shall succeed to all Company assets and liabilities, the business of the Company shall be continued, and the Board shall have the right to do all acts authorized by law for the purpose of winding-up the affairs of the Company.
