Procedure in Dissolution and Liquidation. a. Upon dissolution of the Company pursuant to Section 7.1, unless the Company is reconstituted under Section 9.2, the Manager shall proceed with reasonable promptness to wind up the affairs of and liquidate the business of the Company. b. During the period of the winding up of the affairs of the Company, the rights and obligations of the Manager set forth herein with respect to the management of the Company shall continue. c. The assets of the Company shall be applied or distributed in liquidation in the following order of priority: (1) In payment of debts and obligations of the Company; (2) To the Members in payment of their respective outstanding Capital Accounts; and (3) Any excess to the Members in proportion to their Percentage Interests.
Appears in 2 contracts
Sources: Operating Agreement (Standard Parking Ii LLC), Operating Agreement (Standard Parking Ii LLC)