DISSOCIATION OF MEMBERS AND REPURCHASES Sample Clauses

DISSOCIATION OF MEMBERS AND REPURCHASES. 23 Section 5.1 Effect of Dissociation 23 Section 5.2 Investor Repurchase Rights 24 Section 5.3 Repurchases of Incentive Units upon Certain Events 25 Section 5.4 Other Repurchases 26 Section 5.5 Forfeiture of Incentive Units 26 Section 5.6 Legacy Options 26 ARTICLE VI MANAGEMENT POWER, RIGHTS AND DUTIES 26 Section 6.1 Management by the Board 26 Section 6.2 Officers 31 Section 6.3 Limitation on Authority of Members 32 Section 6.4 Meetings of and Voting by Members 33 (ii) TABLE OF CONTENTS Section 6.5 Class A Protective Covenants 34 Section 6.6 Additional Protective Covenants 37 ARTICLE VII EXCULPATION AND INDEMNIFICATION 40 Section 7.1 Performance of Duties; Limitations on Liability 40 Section 7.2 Right to Indemnification 40 Section 7.3 Advance Payment 41 Section 7.4 Indemnification of Employees and Agents 41 Section 7.5 Appearance as a Witness 42 Section 7.6 Non-exclusivity of Rights 42 Section 7.7 Insurance 42 Section 7.8 Savings Clause 42 Section 7.9 Limited Liability 42 Section 7.10 Personal Services 43 Section 7.11 Lack of Authority 43 ARTICLE VIII TAXES 43
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Related to DISSOCIATION OF MEMBERS AND REPURCHASES

  • Dissociation of a Member 34. Where a Member is in breach of this Agreement and said Member has not remedied the breach on notice from the Venture and after a reasonable period then the remaining Members will have the right to terminate this Agreement with regard to the individual defaulting Member (an "Involuntary Withdrawal") and take whatever action necessary to protect the interests of the Venture.

  • Termination of Membership The membership of a Member in the Company shall terminate upon the occurrence of events described in the Act, including registration and withdrawal. If for any reason the membership of a Member is terminated, the Member whose membership has terminated loses all Membership Voting Interests and shall be considered merely as Assignee of the Membership Economic Interest owned before the termination of membership, having only the rights of an unadmitted Assignee provided for in Section 9.7 hereof.

  • 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 to Capital No Member shall be entitled to interest on any contribution to the capital of the Fund, nor shall any Member be entitled to the return of any capital of the Fund except (i) upon the repurchase by the Fund of a part or all of such Member's Units pursuant to Section 4.4 hereof, (ii) pursuant to the provisions of Section 5.7 hereof or (iii) upon the liquidation of the Fund's assets pursuant to Section 6.2 hereof. No Member shall be liable for the return of any such amounts. No Member shall have the right to require partition of the Fund's property or to compel any sale or appraisal of the Fund's assets.

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

  • Dissolution of the Partnership The Partnership shall be dissolved upon the happening of any of the following:

  • Substitution of Members The Board may designate one or more directors as alternate members of any committee, who may replace any absent or disqualified member at any meeting of such committee. In the absence or disqualification of a member of a committee, the member or members present at any meeting and not disqualified from voting, whether or not constituting a quorum, may unanimously appoint another member of the Board to act at the meeting in the place of the absent or disqualified 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.

  • Dissolution of Company (a) The Company shall be dissolved, wound up and terminated as provided herein upon the first to occur of the following:

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

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