CESSATION OF A MEMBER Sample Clauses

CESSATION OF A MEMBER. A Member shall cease to be a Member of the Company upon the assignment of all of the Member’s Membership Interest in the Company.
AutoNDA by SimpleDocs
CESSATION OF A MEMBER. Any Member admitted or deemed admitted as a Member pursuant to Section 3.1(a) or Section 3.1(b) shall cease to have the rights of a Member under this Agreement at such time that such Person is no longer a record owner of any Interests, but such Person shall remain bound by all of the terms of Article 11 as well as by Section 7.5.
CESSATION OF A MEMBER. (a) Any Member shall cease to be a Member of the Company upon such Member's withdrawal from the Company pursuant to Section 6.8 hereof. No such Member shall have a right to a return of its capital contributions. (b) Upon a withdrawal by a Member pursuant to Section 6.8(b), the Member's Membership Interest (i) shall be redeemed by the Company in exchange for such combination of cash or property as is agreed by the withdrawing Member and each other Member of the Company, which cash or property shall be paid by the Company to the withdrawing Member or its designee at such time or times as are agreed upon by the withdrawing Member and each other Member of the Company or (ii) shall be disposed of in such other transaction or transactions as are agreed by the withdrawing Member and each other Member of the Company.
CESSATION OF A MEMBER. (a) Events Resulting in Cessation of a Member. Any Member shall cease to be a Member of the Company upon the earliest to occur of any of the following events: (i) such Member's withdrawal from the Company pursuant to Section 9.5 hereof; (ii) as to any Member that is not an individual, the filing of a certificate of dissolution, or its equivalent, for such Member; or (iii) the Bankruptcy of such Member.
CESSATION OF A MEMBER. 11.1 A Person will cease to be a Member upon the happening of any of the following events with respect to the Person: (a) expulsion pursuant to Section 11.3; (b) Bankruptcy; (c) if the Member is a natural person, death or the entry of an order by a court of competent jurisdiction adjudicating the Member incompetent to manage the Member's personal estate; (d) if the Member is a trust, the termination of the trust (but not merely the substitution of a new trustee); (e) if the Member is an Entity other than a corporation or a trust, the dissolution and commencement of winding up of the Entity; (f) if the Member is a corporation, the filing of articles of dissolution or its equivalent, for the corporation or the revocation of its charter; (g) if the Member is an estate, the distribution by the fiduciary of the estate's entire interest in the Company; or (h) transfer of all of the Member's Units together with an acceptance of the transferee as a Substitute Member.
CESSATION OF A MEMBER 

Related to CESSATION OF A MEMBER

  • Cessation of services The delegation or assignment of CONTRACTOR’s services, operation or administration to another entity without the prior written consent of COUNTY.

  • Cessation of Service The Option shall terminate (and cease to be outstanding) prior to the Expiration Date should any of the following provisions become applicable: (a) Should Optionee cease to remain in Service for any reason (other than death, Disability or Misconduct) while this Option is outstanding, then Optionee (or any person or persons to whom this Option is transferred pursuant to a permitted transfer under Section II(3)) shall have a period of three (3) months (commencing with the date of such cessation of Service) during which to exercise this Option, but in no event shall this Option be exercisable at any time after the Expiration Date. (b) Should Optionee die while this Option is outstanding, then the personal representative of Optionee’s estate or the person or persons to whom the Option is transferred pursuant to Optionee’s will or the laws of inheritance following Optionee’s death or to whom the Option is transferred during Optionee’s lifetime pursuant to a permitted transfer under Section II(3) shall have the right to exercise this Option. However, if Optionee dies while holding this Option and if Optionee has an effective beneficiary designation in effect for this Option at the time of his or her death, then the designated beneficiary or beneficiaries shall have the exclusive right to exercise this Option following Optionee’s death. Any such right to exercise this Option shall lapse, and this Option shall cease to be outstanding, upon the earlier of (i) the expiration of the twelve (12)-month period measured from the date of Optionee’s death or (ii) the Expiration Date. (c) Should Optionee cease Service by reason of Disability while this Option is outstanding, then Optionee (or any person or persons to whom this Option is transferred pursuant to a permitted transfer under Section II(3)) shall have a period of twelve (12) months (commencing with the date of such cessation of Service) during which to exercise this Option. In no event shall this Option be exercisable at any time after the Expiration Date. (d) During the limited period of post-Service exercisability, this Option may not be exercised in the aggregate for more than the number of Option Shares in which Optionee is, at the time of Optionee’s cessation of Service, vested pursuant to the Vesting Schedule or the special vesting acceleration provisions of Section II(4). Upon the expiration of such limited exercise period or (if earlier) upon the Expiration Date, this Option shall terminate and cease to be outstanding for any vested Option Shares for which the Option has not been exercised. To the extent Optionee is not vested in one or more Option Shares at the time of Optionee’s cessation of Service, this Option shall immediately terminate and cease to be outstanding with respect to such Option Shares. (e) Should Optionee’s Service be terminated for Misconduct or should Optionee otherwise engage in Misconduct while this Option is outstanding, then this Option shall terminate immediately and cease to remain outstanding and Optionee shall have no right to exercise vested or unvested Option Shares.

  • Cessation of Business Any Obligor suspends or ceases to carry on (or threatens to suspend or cease to carry on) all or a material part of its business.

  • Delegation of Services The Administrator may, at its expense, delegate to one or more entities some or all of the services for the Fund for which the Administrator is responsible under this Subcontract. The Administrator will be responsible for the compensation, if any, of any such entities for such services to the Fund, unless otherwise agreed to by the parties or with the Fund. Notwithstanding any delegation pursuant to this paragraph, the Administrator will continue to have responsibility and liability for all such services provided to the Fund under this Subcontract.

  • NO CESSATION OF WORK 6.01 Neither the Union nor any employee shall take part in or call or encourage any strike, sit-down, slow-down, or any suspension of work against the Company which shall in any way affect the operations of the Company; nor shall the Company engage in any lockout at its Plants or Mines in the Sudbury District.

  • Cessation A Person shall cease to be a General Partner upon the transfer of its entire interest in the Partnership or upon any event of withdrawal set forth in the Act. Upon the occurrence of any such event of withdrawal, such Person or its transferee shall have the right to receive distributions and allocations with respect to its Partnership interest, shall be treated as the transferee of a Limited Partner, and shall have the right to become a Substituted Limited Partner upon the unanimous written consent of the Limited Partners.

  • Cessation and Resumption of Work 24.15.1 At the time employees cease work due to inclement weather the employer or the employers representative on site and the employee’s representative shall agree and note the time of cessation of work. 24.15.2 After the period of inclement weather has clearly ended the employees shall resume work and the time shall be similarly agreed and noted.

  • COMPENSATION OF ADVISER The Manager will pay the Adviser an advisory fee with respect to the Allocated Portion as specified in Appendix A to this Agreement. Payments shall be made to the Adviser on or about the fifth day of each month; however, this advisory fee will be calculated daily for the Allocated Portion based on the net assets of the Allocated Portion on each day and accrued on a daily basis.

  • Compensation of the Manager For the services to be rendered by the Manager as provided in this Agreement, the Fund shall pay to the Manager a fee computed on the aggregate net asset value of the Portfolio as of the close of each business day and payable monthly at the annual rate of 0.20%. In the event that this Agreement is terminated at other than a month-end, the fee for such month shall be prorated, as applicable.

  • Definition of a Grievance A grievance is defined as a dispute or disagreement as to the interpretation or application of the specific terms and conditions of this AGREEMENT.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!