LIQUIDATING DISTRIBUTIONS; PRIORITY Sample Clauses
The "Liquidating Distributions; Priority" clause defines how a company's remaining assets are distributed to stakeholders when the company is dissolved or liquidated. It specifies the order in which different classes of shareholders, creditors, or other claimants receive payment, often prioritizing secured creditors, then unsecured creditors, and finally equity holders. This clause ensures a clear and fair process for asset distribution, minimizing disputes and protecting the interests of parties with higher priority claims.
LIQUIDATING DISTRIBUTIONS; PRIORITY. Subject to Section 18-804 of the Delaware Act, the proceeds of liquidation shall be applied in the following order of priority:
(a) First, to pay the costs and expenses of dissolution and liquidation; to pay or provide for the satisfaction of the Company’s debts and other liabilities, including obligations to creditors in accordance with the Delaware Act; and to establish any reserves which the liquidator may deem necessary or advisable for any contingent or unmatured liability of the Company, including the payment of the Management Fee and the Incentive Fee;
(b) Second, to the satisfaction of the prior rights of any outstanding Preferred Units, if issued; and
(c) Thereafter, among the Common Unitholders equally on a per Unit basis.
LIQUIDATING DISTRIBUTIONS; PRIORITY. Subject to Section 18-804 of the Delaware Act, the assets of the Fund shall be applied in the following order of priority:
(i) First, to creditors in satisfaction of the debts and liabilities of the Fund, to the extent otherwise permitted by law, whether by payment thereof or the making of reasonable provision for payment thereof and to the expenses of liquidation, whether by payment thereof or the making of reasonable provision for payment thereof, and to the establishment of any reasonable reserves (which may be funded by a liquidating trust) to be established by the Board (or liquidating trustee or other representative) in amounts determined by it to be necessary for the payment of the Fund’s expenses, liabilities and other obligations (whether fixed or contingent); and
(ii) Thereafter, among the Common Unitholders equally on a per Common Unit basis.
LIQUIDATING DISTRIBUTIONS; PRIORITY. Subject to Section 18-804 of the Delaware Act, the proceeds of liquidation shall be applied in the following order of priority:
(a) First, to creditors of the Company, including Members who are creditors, to the extent otherwise permitted by law, in satisfaction of the liabilities of the Company (whether by payment or the making of reasonable provision for payment thereof), and to pay the costs and expenses of dissolution and winding up; and to establish any reserves which the liquidator may deem necessary or advisable for the payment of the Management Fee; and
(b) Thereafter, among the Members equally on a per Unit basis.
LIQUIDATING DISTRIBUTIONS; PRIORITY. Subject to Section 18-804 of the Delaware Act, the proceeds of liquidation shall be applied in the following order of priority:
(a) First, to pay the costs and expenses of dissolution and liquidation; to pay or provide for the satisfaction of the Company’s debts and other liabilities, including obligations to creditors in accordance with the Delaware Act; and to establish any reserves which the liquidator may deem necessary or advisable for any contingent or unmatured liability of the Company, including the payment of the Management Fee and the Incentive Fee; and
(b) Thereafter, among the Common Unitholders equally on a per Unit basis.
LIQUIDATING DISTRIBUTIONS; PRIORITY. Subject to Section 18-804 of the Delaware Act, the assets of the Fund shall be applied in the following order of priority: (i) First, to creditors in satisfaction of the debts and liabilities of the Fund, to the extent otherwise permitted by law, whether by payment thereof or the making of reasonable provision for payment thereof and to the expenses of liquidation, whether by payment thereof or the making of
LIQUIDATING DISTRIBUTIONS; PRIORITY. Subject to Section 18-804 of the Delaware Act, the proceeds of liquidation shall be applied in the following order of priority:
(a) First, to pay the costs and expenses of dissolution and liquidation; to pay or provide for the satisfaction of the Company’s debts and other liabilities, including obligations under the Senior Credit Agreement and to other creditors in accordance with the Delaware Act; and to establish any reserves which the liquidator may deem necessary or advisable for any contingent or unmatured liability of the Company;
(b) Second, one hundred percent (100%) to the Preferred Members in an aggregate amount equal to any unpaid dividends on all Preferred Membership Interests (regardless of whether declared), which amounts shall be distributed among the Preferred Members pro rata in accordance with their respective entitlements to such dividends;
(c) Third, one hundred percent (100%) to the Preferred Members in an aggregate amount equal to the aggregate Unreturned Contributions of the Preferred Members, which amounts shall be distributed among the Preferred Members pro rata based on their respective Unreturned Contributions;
(d) Thereafter, to the Common Members, which amounts shall be distributed among the Common Members pro rata based on their respective Unreturned Contributions or, if the Unreturned Contributions of the Common Members equal zero, pro rata based on the respective Commitments of such Common Members in their capacities as Preferred Members with respect to Preferred Membership Interests.
LIQUIDATING DISTRIBUTIONS; PRIORITY. Subject to Section 18-804 of the Delaware Act, the proceeds of liquidation shall be applied in the following order of priority:
i. First, to pay the costs and expenses of dissolution and liquidation; to pay or provide for the satisfaction of the Company’s debts and other liabilities, including obligations to creditors in accordance with the Delaware Act; and to establish any reserves which the liquidator may deem necessary or advisable for any contingent or unmatured liability of the Company, including the payment of the Management Fee and the Incentive Fee; and
ii. Thereafter, among the Unitholders equally on a per Unit basis. Duration of Liquidation: A reasonable time shall be allowed for the winding up of the affairs of the Company in order to minimize any losses otherwise attendant upon such a winding up.
LIQUIDATING DISTRIBUTIONS; PRIORITY. Subject to Section 18-804 of the Delaware Act, the proceeds of a liquidation shall be applied in the following order of priority:
(a) First, to pay the costs and expenses of dissolution and liquidation; to pay or provide for the satisfaction of the Company’s debts and other liabilities, including obligations to creditors in accordance with the Delaware Act; and to establish any reserves, which the liquidator may deem necessary or advisable for any contingent or unmatured liability of the Company, including the payment of the management fees payable pursuant to the Investment Advisory Agreement;
(b) Thereafter, among the Common Unitholders equally on a per Common Unit basis.
LIQUIDATING DISTRIBUTIONS; PRIORITY