Assignment of Limited Liability Company Interests Sample Clauses

Assignment of Limited Liability Company Interests. Interests in the Company may be assignable and transferable. Any transferee shall not be admitted as a member unless and until the transferee has executed a counterpart of this Agreement and members then admitted consent unanimously to the admission of the transferee.
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Assignment of Limited Liability Company Interests. An Assignment of Limited Liability Company Interests executed by Purchaser, in a form to be approved by the parties hereto, assigning and transferring Seller’s interest in Horizon Energy Partners, LLC, a Delaware limited liability company.
Assignment of Limited Liability Company Interests. This Assignment of Limited Liability Company Interests, dated as of January 1, 2002 (the "ASSIGNMENT"), is entered into by and between JABO LLC, a Delaware limited liability company (the "ASSIGNOR"), and Boykin Hotel Properties, L.P., an Ohio limited partnership, as assignxx (xxe "ASSIGNEE").
Assignment of Limited Liability Company Interests. For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Joslyn Holding Company (the "Assignor") hereby assigns, sets over and transfers to Joslyn Nova Scotia Unlimited Liability Company (the "Assignee"), effective as of January 3, 2007, all of its rights, title and interest to all of the outstanding membership interests (the "Membership Interests") of Dxxxxxx Motion LLC, a Delaware limited liability company (the "Limited Liability Company"), divesting the Assignor of all of its rights, title and interest in the Membership Interests.
Assignment of Limited Liability Company Interests. NYBE agrees to sell, transfer, convey, assign and deliver to ATOM, and ATOM agrees to purchase and accept from NYBE, (i) forty (40) limited liability company units of AB of Wichita-I, L.L.C., an Oklahoma limited liability company, and (ii) thirty-eight (38) limited liability company units of AB of Tulsa-I, L.L.C., and Oklahoma limited liability company (collectively, the "Interest"), pursuant to the terms of Assignment Separate From Interest Certificate copies of which are marked Exhibit E and Exhibit F, respectively, and attached hereto, on September 30, 1999 in consideration of ATOM paying and performing as set forth below, One Hundred Seventy-Five Thousand Dollars ($175,000) for the purchase of Interests. ATOM shall have until October 10, 1999 to complete its financing of the purchase price as set forth hereinabove with the bank of first choice of ATOM. In the event the bank of the first choice of ATOM shall not complete said financing for ATOM, then ATOM shall have an additional thirty (30) days to complete said financing with another lender. In the event ATOM is unable to secure financing within said time period, then NYBE shall have the option of terminating the assignments provided herein, or may choose to allow ATOM additional time to pursue such financing. In the event ATOM successfully completes such financing. ATOM agrees to pay to NYBE, in addition to the purchase price set forth herein, interest at the rate of eight percent (8%) per annum on the purchase price from November 10, 1999 until closing.
Assignment of Limited Liability Company Interests. The Member may assign its limited liability company interest in the Company in whole or in part. As long as the Company has a single member, any assignment of a limited liability company interest in the Company shall entitle the assignee to become a member of the Company unless the terms and conditions of such assignment provide otherwise.
Assignment of Limited Liability Company Interests dated as of March 31, 2010, by and between Lea Refining Company and HEP Refining, L.L.C. 34 FIRST AMENDMENT TO PIPELINE SYSTEMS OPERATING AGREEMENT, dated as of March 31, 2010, by and between Navajo Refining Company, L.L.C., Lea Refining Company, Woods Cross Refining Company, L.L.C., Holly Refining & Marketing—Tulsa LLC, and Holly Energy Partners Operating, L.P., as operator.
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Related to Assignment of Limited Liability Company Interests

  • Certificate of Limited Liability Company Interest A Member’s limited liability company interest may be evidenced by a certificate of limited liability company interest executed by the Manager or an officer in such form as the Manager may approve; provided that such certificate of limited liability company interest shall not bear a legend that causes such limited liability company interest to constitute a security under Article 8 (including Section 8-103) of the Uniform Commercial Code as enacted and in effect in the State of Delaware, or the corresponding statute of any other applicable jurisdiction.

  • Formation of Limited Liability Company The Company was formed on January 13, 2017, pursuant to the Delaware Limited Liability Company Act, 6 Del. C. § 18-101, et seq., as amended from time to time (the “Delaware Act”), by the filing of a Certificate of Formation of the Company with the office of the Secretary of the State of Delaware. The rights and obligations of the Member and the administration of the Company shall be governed by this Agreement and the Delaware Act. To the extent this Agreement is inconsistent in any respect with the Delaware Act, this Agreement shall control.

  • Partnership and Limited Liability Company Interests Except as previously disclosed to the Administrative Agent, none of the Collateral consisting of an interest in a partnership or a limited liability company (i) is dealt in or traded on a securities exchange or in a securities market, (ii) by its terms expressly provides that it is a Security governed by Article 8 of the UCC, (iii) is an Investment Company Security, (iv) is held in a Securities Account or (v) constitutes a Security or a Financial Asset.

  • Certification of Limited Liability Company and Limited Partnership Interests Each interest in any limited liability company or limited partnership controlled by any Grantor and pledged hereunder shall be represented by a certificate, shall be a “security” within the meaning of Article 8 of the New York UCC and shall be governed by Article 8 of the New York UCC.

  • Amendment of Limited Liability Company Agreement (a) Except as otherwise provided in this Section 8.1, this Agreement may be amended, in whole or in part, with: (i) the approval of the Board (including the vote of a majority of the Independent Directors, if required by the 0000 Xxx) without the Members approval; and (ii) if required by the 1940 Act, the approval of the Members by such vote as is required by the 0000 Xxx. (b) Any amendment that would: (i) increase the obligation of a Member to make any contribution to the capital of the Company; (ii) reduce the Capital Account of a Member other than in accordance with Article V; or (iii) modify the events causing the dissolution of the Company; may be made only if (i) the written consent of each Member adversely affected thereby is obtained prior to the effectiveness thereof or (ii) such amendment does not become effective until (A) each Member has received written notice of such amendment and (B) any Member objecting to such amendment has been afforded a reasonable opportunity (pursuant to such procedures as may be prescribed by the Board) to tender its entire Interest for repurchase by the Company. (c) The power of the Board to amend this Agreement at any time without the consent of the other Members as set forth in paragraph (a) of this Section 8.1 shall specifically include the power to: (i) restate this Agreement together with any amendments hereto that have been duly adopted in accordance herewith to incorporate such amendments in a single, integrated document; (ii) amend this Agreement (other than with respect to the matters set forth in Section 8.1(b) hereof) to effect compliance with any applicable law or regulation or to cure any ambiguity or to correct or supplement any provision hereof that may be inconsistent with any other provision hereof; and (iii) amend this Agreement to make such changes as may be necessary or advisable to ensure that the Company will not be treated as an association or a publicly traded partnership taxable as a corporation as defined in Section 7704(b) of the Code for U.S. federal income tax purposes. (d) The Board shall cause written notice to be given of any amendment to this Agreement to each Member, which notice shall set forth (i) the text of the proposed amendment or (ii) a summary thereof and a statement that the text of the amendment thereof will be furnished to any Member upon request.

  • Limited Liability of Limited Partners (1) Each Unit of Limited Partnership Interest, when purchased by a Limited Partner, subject to the qualifications set forth below, shall be fully paid and non-assessable. (2) A Limited Partner shall have no liability in excess of his obligation to make contributions to the capital of the Partnership and his share of the Partnership’s assets and undistributed profits, subject to the qualifications provided in the Partnership Act.

  • The Limited Liability Company The Members have created a limited liability company: The operations of the Company shall be governed by the laws located in the State of Governing Law and in accordance with this Agreement as follows:

  • Limited Liability Company Agreement The Member hereby states that except as otherwise provided by the Act or the Certificate of Formation, the Company shall be operated subject to the terms and conditions of this Agreement.

  • Limited Liability of Members No Member shall be liable for any debts or obligations of the Company beyond the amount of the Capital Contributions made by such Member.

  • Limited Liability Company The Member intends to form a limited liability company and does not intend to form a partnership under the laws of the State of Delaware or any other laws.

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