Common use of Disposition Between Members Clause in Contracts

Disposition Between Members. (a) Except as provided in this Section 12.3, unless the Executive Committee provides otherwise by Unanimous Vote, a Member shall not be permitted to Dispose of less than one hundred percent (100%) of its Company Interest. In the event a Member desires to Dispose of all of its Company Interest, it shall first offer such Company Interest to the remaining Members at Market Value. In the case of a Disposition of all of the Company Interest of a Member (whether occurring pursuant to this Section 12.3 or otherwise), the other Members, if they first decline to purchase such Company Interest being disposed of, may designate a third party or parties to purchase all or part of such Company Interest at no less than Market Value and continue the business of the Company without dissolution. Should the remaining Members elect not to purchase such Company Interest or to designate a third-party purchaser or the Members are unable to agree upon the terms upon which a sale shall take place, the Member desiring to Dispose of its Company Interest shall be entitled to attempt to sell to a third party in accordance with Section 12.4.

Disposition Between Members. (a) Except as provided in this Section 12.3, unless the Executive Committee provides otherwise by Unanimous Vote, a Member shall not be permitted to Dispose of less than one hundred percent (100%) of its Company Interest. In the event a Member desires to Dispose of all of its Company Interest, it shall first offer such Company Interest to the remaining Members Member at Market Value. In the case of a Disposition of all of the Company Interest of a Member (whether occurring pursuant to this Section 12.3 or otherwise), the other Members, if they first decline to purchase such Company Interest being disposed of, Member may designate a third party or parties to purchase all or part of such Company Interest at no less than Market Value and continue the business of the Company without dissolution. Should the remaining Members Member elect not to purchase such Company Interest or to designate a third-party purchaser or the Members are unable to agree upon the terms upon which a sale shall take place, the Member desiring to Dispose of sell its Company Interest shall be entitled to attempt to sell to a third party in accordance with Section 12.4.