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decedent or heir, the withdrawing Member or the expelled Member, as the <br /> case may be. <br /> 7.3.2 Election to Pay by Installments. In the event of a determination of purchase <br /> price pursuant to Section 7.3.1,the Managers may elect to pay for the withdrawing Member's <br /> interest on an installment basis by paying 15 percent in cash within 30 days after the <br /> determination of Appraised Value,the remainder amortized in monthly payments with a 25 <br /> year amortization with a 5 year balloon accruing interest at the treasury bill rate quoted by <br /> the Wall Street Journal plus two (2) percent on the Effective Date. There shall be no <br /> prepayment penalty. Nothing in this paragraph shall prevent the Company from paying cash <br /> for the withdrawing Member's interest. The debt shall be reflected by a promissory note <br /> signed by the Company on a Colorado Real Estate Commission approved form (with the <br /> "right to cure"), and if the Company owns real estate, the promissory note shall be secured <br /> by a deed of trust on a Colorado Real Estate Commission approved form (strict due on <br /> transfer), subject only to existing deeds of trust on the Effective Date. In exchange for the <br /> promissory note and deed of trust, the withdrawing Member shall transfer all his or her <br /> interest to the Company. <br /> 7.4 Distribution of Assets Upon Dissolution. In the event of dissolution of the <br /> Company, the Managers shall proceed with reasonable promptness to sell the real and personal <br /> property owned by the Company and to liquidate the business of the Company. Upon dissolution, <br /> the assets of the Company business shall be used and distributed in the following order: <br /> 7.4.1 Any liabilities and liquidating expenses of the Company will first be paid; <br /> 7.4.2 The reasonable compensation and expenses of the Managers in liquidation <br /> shall be paid; <br /> 7.4.3 The amount then remaining shall be paid to and divided among the Members <br /> in accordance with the statutory scheme for distribution and liquidation of the Company <br /> under the Colorado Limited Liability Company Act, as amended from time to time. <br /> VIII <br /> EXPULSION OF A MEMBER <br /> 8.1 Causes of Expulsion. A Member shall be expelled from the Company upon the <br /> occurrence of any of the following events: <br /> 8.1.1 If a Member shall violate any provisions of this Operating Agreement; or <br /> 8.1.2 If a Member's Membership Interest shall be subject to a charging order or tax <br /> lien which is not dismissed or resolved to the satisfaction of the Managers of the Company <br /> within thirty (30) days after assessment or attachment. <br /> 11 <br />