Liquidation Distributions. Liquidation Proceeds will be distributed in the following order of priority: (a) To the payment of debts and liabilities of the Company (including to the Member to the extent otherwise permitted by law and applicable contractual restrictions) and the expenses of liquidation. (b) Next, to the setting up of such reserves as the Person required or authorized by law to wind up the Company’s affairs may reasonably deem necessary or appropriate for any disputed, contingent or unforeseen liabilities or obligations of the Company, provided that any such reserves must be paid over by such Person to an independent escrow agent, to be held by such agent or its successor for such period as such Person deems advisable for the purpose of applying such reserves to the payment of such liabilities or obligations and, at the expiration of such period, the balance of such reserves, if any, will be distributed as hereinafter provided. (c) The remainder to the Member.
Appears in 13 contracts
Sources: Limited Liability Company Agreement (E. Marcellus Asset Company, LLC), Limited Liability Company Agreement (Inergy Pipeline East, LLC), Limited Liability Company Agreement (Inergy Pipeline East, LLC)
Liquidation Distributions. Liquidation Proceeds will shall be distributed in the following order of priority:
(a) To the payment of debts and liabilities of the Company (including to the Member to the extent otherwise permitted by law and applicable contractual restrictions) and the expenses of liquidation.
(b) Next, to the setting up of such reserves as the Person required or authorized by law to wind up the Company’s affairs may reasonably deem necessary or appropriate for any disputed, contingent or unforeseen liabilities or obligations of the Company, provided that any such reserves must shall be paid over by such Person to an independent escrow agent, to be held by such agent or its successor for such period as such Person deems shall deem advisable for the purpose of applying such reserves to the payment of such liabilities or obligations and, at the expiration of such period, the balance of such reserves, if any, will shall be distributed as hereinafter provided.
(c) The remainder to the Member.
Appears in 4 contracts
Sources: Limited Liability Company Agreement (Inergy Midstream, LLC), Limited Liability Company Agreement (Inergy Pipeline East, LLC), Limited Liability Company Agreement (Inergy Pipeline East, LLC)
Liquidation Distributions. Liquidation Proceeds will be distributed in the following order of priority:
(a) To the payment of debts and liabilities of the Company (including to the each Member to the extent otherwise permitted by law and applicable contractual restrictionslaw) and the expenses of liquidation.
(b) Next, to the setting up of such reserves as the Person required or authorized by law to wind up the Company’s affairs may reasonably deem necessary or appropriate for any disputed, contingent or unforeseen liabilities or obligations of the Company, provided that any such reserves must will be paid over by such Person to an independent escrow agent, to be held by such agent or its successor for such period as such Person deems advisable for the purpose of applying such reserves to the payment of such liabilities or obligations and, at the expiration of such period, the balance of such reserves, if any, will be distributed as hereinafter provided.
(c) The remainder to the Member.
Appears in 4 contracts
Sources: Limited Liability Company Agreement (Alliance Holdings GP, L.P.), Limited Liability Company Agreement (Penn Virginia GP Holdings, L.P.), Limited Liability Company Agreement (Penn Virginia GP Holdings, L.P.)
Liquidation Distributions. Liquidation Proceeds will shall be distributed in the following order of priority:
(a) To First, to the payment of debts and liabilities of the Company (including to the Member to the extent otherwise permitted by law and applicable contractual restrictions) and the expenses of liquidation.
(b) Next, to the setting up of such reserves as the Person required or authorized by law to wind up the Company’s affairs may reasonably deem necessary or appropriate for any disputed, contingent or unforeseen liabilities or obligations of the Company, provided that any such reserves must shall be paid over by such Person to an independent escrow agent, to be held by such agent or its successor for such period as such Person deems shall deem advisable for the purpose of applying such reserves to the payment of such liabilities or obligations and, at the expiration of such period, the balance of such reserves, if any, will shall be distributed as hereinafter provided.
(c) The Then, the remainder to the Member.
Appears in 2 contracts
Sources: Limited Liability Company Agreement (30 West Pershing, LLC), Operating Agreement (30 West Pershing, LLC)
Liquidation Distributions. Liquidation Proceeds will be distributed in the following order of priority:
(a) To the payment of debts and liabilities of the Company (including to the Member to the extent otherwise permitted by law and applicable contractual restrictions) and the expenses of liquidation.
(b) Next, to the setting up of such reserves as the Person required or authorized by law to wind up the Company’s 's affairs may reasonably deem necessary or appropriate for any disputed, contingent or unforeseen liabilities or obligations of the Company, provided that any such reserves must be paid over by such Person to an independent escrow agent, to be held by such agent or its successor for such period as such Person deems advisable for the purpose of applying such reserves to the payment of such liabilities or obligations and, at the expiration of such period, the balance of such reserves, if any, will be distributed as hereinafter provided.
(c) The remainder to the Member.
Appears in 2 contracts
Sources: Limited Liability Company Agreement (QualityTech, LP), Limited Liability Company Agreement (QualityTech, LP)
Liquidation Distributions. Liquidation Proceeds will shall be distributed in the following order of priority:
(a1) To First, to the payment of debts and liabilities of the Company (including to the Member to the extent otherwise permitted by law and applicable contractual restrictions) and the expenses of liquidation.
(b2) Next, to the setting up of such reserves as the Person required or authorized by law to wind up the Company’s affairs may reasonably deem necessary or appropriate for any disputed, contingent or unforeseen liabilities or obligations of the Company, provided that any such reserves must shall be paid over by such Person to an independent escrow agent, to be held by such agent or its successor for such period as such Person deems shall deem advisable for the purpose of applying such reserves to the payment of such liabilities or obligations and, at the expiration of such period, the balance of such reserves, if any, will shall be distributed as hereinafter provided.
(c3) The Then, the remainder to the Member.
Appears in 1 contract
Liquidation Distributions. Liquidation Proceeds will be distributed in the following order of priority:
(a) To the payment of debts and liabilities of the Company (including to the Member Members to the extent otherwise permitted by law and applicable contractual contract restrictions) and the expenses of liquidation.
(b) Next, to the setting up of such reserves as the Person required or authorized by law to wind up the Company’s affairs may reasonably deem necessary or appropriate for any disputed, contingent or unforeseen liabilities or obligations of the Company, provided that any such reserves must will be paid over by such Person to an independent escrow agent, to be held by such agent or its successor for such period as such Person deems advisable for the purpose of applying such reserves to the payment of such liabilities or obligations and, at the expiration of such period, the balance of such reserves, if any, will be distributed as hereinafter provided.
(c) The remainder to the MemberMembers in accordance with and to the extent of their respective Capital Account balances after taking into account the allocation of all Income or Loss pursuant to this Agreement for the fiscal year(s) in which the Company is liquidated.
Appears in 1 contract
Liquidation Distributions. Liquidation Proceeds will shall be distributed in the following order of priority:
(a) To the payment of debts and liabilities of the Company (including to the Member Members to the extent otherwise permitted by law and applicable contractual restrictionslaw) and the payment of costs and expenses of liquidation.
(b) Next, to the setting up of such reserves as the Person required or authorized by law to wind up the Company’s affairs may reasonably deem necessary or appropriate for any disputed, contingent or unforeseen liabilities or obligations of the Company, provided that any such reserves must shall be paid over by such Person person to an independent escrow agent, to be held by such agent or its successor for such period as such Person deems person shall deem advisable for the purpose of applying such reserves to the payment of such liabilities or obligations and, at the expiration of such period, the balance of such reserves, if any, will shall be distributed as hereinafter provided.
(c) The remainder to the MemberMembers in accordance with, based upon, their respective Capital Account balances after taking into account the allocations of all Income or Loss pursuant to this agreement for the fiscal year(s) in which the Company is liquidated.
Appears in 1 contract