Common use of Distribution on Dissolution and Liquidation Clause in Contracts

Distribution on Dissolution and Liquidation. In the event of the dissolution and liquidation of the Partnership for any reason other than pursuant to Article V hereof or pursuant to the terms of the Joint Venture Agreement with respect to the transfer of the interest of a Partner in the Partnership to another Partner, after the payment of or provision for creditors pursuant to applicable law, the Partnership's assets will be distributed among the Partners in the following manner: (a) First, all assets related to OR1 shall be distributed to the AT&T Partner; and (b) Second, all remaining assets will be distributed to the Partners pro rata in accordance with their positive Capital Account balances in accordance with Regulation Section 1.704-1(b)(2)(ii)(b)(2) (after taking into account the distribution to the AT&T Partner of the assets related to OR1). To the extent consistent with the foregoing provisions of this Section 9.02, the Partnership's non-monetary assets will be distributed to the Partner which contributed such asset to the Partnership (or to the successor of such contributing Partner). In the event of the dissolution and liquidation of the Partnership pursuant to Article V hereof or pursuant to the terms of the Joint Venture Agreement with respect to the transfer of the interest of a Partner in the Partnership to another Partner, after the payment of or provision for creditors pursuant to applicable law, the Partnership's assets will be distributed to the Partner or the third party purchasing the interest of the Selling Partner.