Procedures Upon Dissolution. Upon dissolution of the Company, the Manager shall wind up the business and affairs of the Company and shall cause all property and assets of the Company to be distributed as follows:
Procedures Upon Dissolution. 40 12.3 Termination of the Partnership .......................................... 41 12.4
Procedures Upon Dissolution. Upon dissolution of the Company, the Company shall be terminated, and the Managers, or if there are no Managers, such other Person(s) appointed in accordance with applicable law to wind up the Company’s affairs (the “Liquidator(s)”) shall liquidate the assets of the Company as promptly as possible, but in an orderly and businesslike manner so as to not involve undue sacrifice., The proceeds of liquidation shall be applied and distributed in the following order of priority:
Procedures Upon Dissolution. 8 (a) General..................................................... 8 (b) Control of Winding Up ...................................... 8 (c) Manner of Winding Up........................................ 8 (d) Application of Assets....................................... 8 5.3
Procedures Upon Dissolution. 41 Section 12.3
Procedures Upon Dissolution. Upon dissolution of the Company, the Member shall wind up the affairs of the Company, sell its assets to the extent necessary to pay its liabilities, and after payment of all liabilities of the Company (including liabilities to the Member or Affiliate of the Member, if it is a creditor), shall distribute the remaining assets of the Company in accordance with Section 7.3 hereof. Any distribution made pursuant to this Section 10.2 shall be made within a reasonable time period.
Procedures Upon Dissolution. Upon dissolution of the Company, the Company shall be terminated, and the Managers, or if there are no Managers, such other Person(s) appointed in accordance with applicable law to wind up the Company’s affairs (the “Liquidator(s)”) shall liquidate the assets of the Company as promptly as possible, but in an orderly and businesslike manner so as to not involve undue sacrifice, provided that prior to any liquidation, the Company shall give KH the first right of refusal to purchase all of the intellectual property rights, including standard operating procedures, trade-secrets and know-how related to the Technology as specified in the Assignment and License Agreement dated February , 2019, and any and all improvements thereon (the “Intellectual Property”), which purchase shall be made by paying to the Company, for ultimate distribution to NBGV, half the value of the Intellectual Property based on a third party appraisal mutually agreed upon by the Members. The right of first refusal set forth above will follow the procedures set forth in Section 9.2 as if the Intellectual Property was an Offered Interest, with such changes as may be required by the context to make this section applicable. The proceeds of liquidation shall be applied and distributed in the following order of priority:
Procedures Upon Dissolution. 3.1 Upon Dissolution of the Company, the Members or, if there is only one Member, such Person, shall proceed with dispatch and without any unnecessary delay to sell or otherwise liquidate the assets of the Company, and shall distribute the proceeds thereof in accordance with Article XV, Section 3.2, below.
Procedures Upon Dissolution. 42 12.3 Termination of the Partnership . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44 12.4
Procedures Upon Dissolution. 47 10.4 Termination. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48
