Distribution on Withdrawal. Subject to applicable law, any withdrawing Member shall be entitled to receive, within a reasonable time after withdrawal, the fair value of that Member’s interest in the Company as of the date of withdrawal. The Company may make a distribution in a form other than cash.
Distribution on Withdrawal. Upon the withdrawal of a Limited Partner or upon the termination of the Partnership, all in accordance with the terms of this Agreement, each withdrawing Limited Partner, or each Partner, as the case may be, shall be paid its respective distributive interest in cash pro rata in accordance with the respective Book Capital Accounts of the withdrawing Partners.
Distribution on Withdrawal. If distribution is made pursuant to Section 12.1, amounts payable to the Limited Partner so withdrawing shall be paid to such Limited Partner by the Partnership and may at the General Partner's option and consistent with regulatory and other legal constraints, be paid over a period not to exceed three (3) years in order to provide the Partnership sufficient time to raise capital to replace that capital being withdrawn and to ensure the continued provision of Cellular Service. In such event, the Limited Partner so withdrawing shall be entitled to interest on the amounts payable to such Limited Partner. Such interest shall be calculated at a rate equal to the average of the then current prime interest rate which has been charged on new borrowings by Citibank N.A., the Chase Manhattan Bank N.A., and Mxxxxx Guaranty Trust Company of New York as applied to the outstanding balance due.
Distribution on Withdrawal. Upon the withdrawal of the Member or upon the termination of the Company, all in accordance with the terms of this Agreement, the withdrawing Member shall be paid its respective distributive interest in cash.
Distribution on Withdrawal. If the withdrawing Limited Partner’s Interest has a fair market value (as determined by independent third-party appraisers selected by the Partnership’s regularly engaged accountants) less than its capital account, the Partnership shall be required to distribute to the withdrawing Limited Partner cash equal to that fair market value. If the withdrawing Limited Partner’s Interest has a fair market value equal to or greater than its Capital Account, the Partnership shall be required to distribute to the withdrawing Limited Partner cash equal to its Capital Account. No Partner shall have personal liability for the distribution, which shall be payable out of Partnership assets. Accounts payable to the Limited Partner so withdrawing may be paid with to such Limited Partner at the General Partner's option and consistent with regulatory and other legal constraints, in equal annual payments, including interest, over a period not to exceed three years in order to provide the Partnership sufficient time to raise capital to replace that capital being withdrawn and to ensure the continued provision of Service. Such interest shall be calculated at a rate equal to the Applicable Federal Rate *AFR) short-term tables established by the Internal Revenue Service pursuant to its rules concerning unstated (imputed) interest, and said rate shall be adjusted in accordance with the then existing Code interest rate at each anniversary following acceptance by the Partnership of withdrawal and as applied to the then outstanding balance due.
Section 13.1 has been amended as follows (dealing with transfer of the General Partner’s Interest):
Distribution on Withdrawal. If distribution is made pursuant to Section 8.1 (a), (b), (c), (d), or (e), amounts payable to the Member so withdrawing or legal representative of the Member shall be paid to such Member or legal representative by the Company; and may, at the option of the non-withdrawing Members and consistent with regulatory and other legal constraints, be paid in equal annual payments without interest over a period not to exceed 3 years in order to provide the Company, or the new Company established pursuant to Section 9.1(c), sufficient time to raise capital to replace that capital being withdrawn and to ensure the continued conduct of the business of the Company. The Company and the withdrawing Member may agree on a closing date; however, such closing date shall not exceed thirty (30) days from the date of the event or vote, as the case may be, leading to such withdrawal. The Company and the withdrawing Member shall execute such documents as reasonably requested by each party to evidence the transaction and the transfer of the Membership Interest from the withdrawing Member to the Company. If the withdrawal of a Member is pursuant to the second sentence of Section 8.1(a), the withdrawing Member shall, as of the date of the requisite number of votes of the Members voting for withdrawal, no longer have any right, title or interest in the Company and the Membership Interest shall be deemed to have been redeemed by the Company and transferred to the Company on such date even though the book value for such interest has not been determined or paid. The Company shall hold harmless the withdrawing Member or its legal representative from any Company liabilities arising out of events occurring after the date of withdrawal. In no event shall the withdrawing Member or legal representative of the Member be entitled to any consideration in addition to or in lieu of the consideration as established in this Section 8.
Distribution on Withdrawal. Upon the withdrawal of a Limited Partner or upon the termination of the Partnership, all in accordance with the terms of this Agreement, each withdrawing Limited Partner, or each Partner, as the case may be, shall be paid his respective distributive interest in cash or in kind in accordance with the Partners' respective Capital Account balances.
Distribution on Withdrawal. If distribution is made pursuant to Section 12.1, amounts payable to the Limited Partner so withdrawing shall be paid to such Limited Partner by the Partnership and may at the General Partner’s option and consistent with regulatory and other legal constraints, be paid in equal annual payments including interest over a period not to exceed three (3) years in order to provide the Partnership sufficient time to raise capital to replace that capital being withdrawn and to ensure the continued provision of Cellular Service. Such interest shall be calculated at a rate equal to one point above the average daily prime interest rate for the year preceeding the date on which a payment is made and which had been charged on new borrowings by Citibank, N.A., The Chase Manhattan Bank, N.A., and Xxxxxx Guaranty Trust Company of New York as applied to the outstanding balance due.
Distribution on Withdrawal. If distribution is made pursuant to Section 11.1 of this Agreement, amounts payable to the Limited Partner so withdrawing shall be paid to such Limited Partner by the Partnership and may at the General Partner’s option and consistent with regulatory and other legal constraints, be paid in equal annual payments, including interest, over a period not to exceed three years, in order to provide the Partnership sufficient time to raise capital to replace that capital being withdrawn and to ensure the continued provision of Cellular Service. Interest on such payments shall be calculated at a rate equal to the applicable “Federal rate” in effect under Section 1274(d) of the Internal Revenue Code of 1986, as amended (as of the effective day of withdrawal of such Limited Partner), compounded semiannually, as applied to the outstanding balance due. No Partner shall have personal liability for the distribution, which shall be payable solely out of Partnership assets.
Distribution on Withdrawal. A member of a limited liability company who validly exercises the member's right to withdraw from the company granted under the company agreement is entitled to receive, within a reasonable time after the date of withdrawal, the fair value of the member's interest in the company as determined as of the date of withdrawal. Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
