Dissociation of Members Sample Clauses

Dissociation of Members. The “dissociation” of a Member shall mean the termination of all of the Member’s Membership interest except: (i) the Member’s economic rights discussed in Section 3.a., (ii) the “Continuing Rights” discussed hereinbelow, and (iii) any rights the Member may have under Section 9 with respect to redemptions and cross-purchases of Membership interests from non-dissociated Members. Unless a dissociated Member’s full Membership interest is acquired by either the LLC or another Member or Members pursuant to Section 9, then the dissociated Member shall have the following Continuing Rights: (i) subject to standards of reasonableness as copy at the former Member’s own expense all information reasonably relevant to allocations and distributions to the former Member in respect of this interest; (ii) the former Member shall be entitled to bring actions with respect to the former Member’s LLC interest under Section 32; and (iii) the former Member shall be entitled to continued Tax Distributions, where applicable, pursuant to Section 5. Subject to any contrary provision in Section 17 (relating to the duty of loyalty) and Section 21 (relating to the duty of confidentiality), a person who has been dissociated from the LLC shall have no fiduciary or other duties to the LLC. A person who has been dissociated from the LLC shall have no liabilities to the LLC except liabilities that accrued to the Member before the Member’s dissociation.
Sample 1
AutoNDA by SimpleDocs
Dissociation of Members 
Sample 1Sample 2Sample 3See All (5)

Related to Dissociation of Members

  • Dissociation of a Member The withdrawal, resignation, retirement, disability, expulsion, or bankruptcy of a member will terminate the membership of the member in the Company. Such a member will be deemed a “dissociated member.”

  • Dissociation A Person shall cease to be a Member upon the happening of any of the following events:

  • Termination of Membership You may terminate your membership by giving us written notice or by withdrawing your minimum required membership share(s), if any, and closing all your accounts. You may be denied services for causing a loss to the Credit Union, or you may be expelled for any reason as allowed by applicable law.

  • Substitution of Members If unanimous written approval is received, the transferee shall:

  • Admission of Members Other persons may be admitted as Members from time to time pursuant to the provisions of this Agreement.

  • Withdrawal and Resignation of Members Except in the event of Transfers pursuant to Section 10.06 and the Manager’s right to resign pursuant to Section 6.03, no Member shall have the power or right to withdraw or otherwise resign as a Member from the Company prior to the dissolution and winding up of the Company pursuant to Article XIV. Any Member, however, that attempts to withdraw or otherwise resign as a Member from the Company without the prior written consent of the Manager upon or following the dissolution and winding up of the Company pursuant to Article XIV, but prior to such Member receiving the full amount of Distributions from the Company to which such Member is entitled pursuant to Article XIV, shall be liable to the Company for all damages (including all lost profits and special, indirect and consequential damages) directly or indirectly caused by the withdrawal or resignation of such Member. Upon a Transfer of all of a Member’s Units in a Transfer permitted by this Agreement, subject to the provisions of Section 10.06, such Member shall cease to be a Member.

  • 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.

  • Admission of Member The Member is deemed admitted as the Member of the Company upon its execution and delivery of this Agreement.

  • Dissolution of Partnership The Partnership shall be dissolved upon the expiration of its term or the earlier occurrence of any of the following events.

  • Rights of Members Except as otherwise provided in this Agreement, (a) each Member shall look solely to the assets of the Company for the return of its Capital Contribution, (b) no Member shall have the right or power to demand or receive property other than cash from the Company and (c) except as provided in this Agreement, no Member shall have priority over any other Member as to the return of its Capital Contributions, distributions or allocations.

Time is Money Join Law Insider Premium to draft better contracts faster.