Distributions to Withdrawing Foundation Member Sample Clauses

Distributions to Withdrawing Foundation Member. (a) As promptly as practicable following the Foundation Withdrawal Date but subject to the Delaware Act, there shall be distributed to such Foundation Member, in full payment and satisfaction of its Units, an amount equal to the amount which such Foundation Member would have been entitled to receive pursuant to Article 9 if the Company had been liquidated on and as of the Foundation Withdrawal Date and each of the Company’s assets had been sold on such date for its fair market value determined pursuant to 14.1.2(b). No approval of the Members shall be required prior to the making of such distribution.
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Related to Distributions to Withdrawing Foundation Member

  • WHEREAS the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and

  • Termination This Agreement may be terminated at any time prior to the Closing:

  • Indemnification In the event any Registrable Securities are included in a Registration Statement under this Agreement:

  • IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day and year first above written.

  • Definitions As used in this Agreement, the following terms shall have the following meanings:

  • Miscellaneous The Vendor acknowledges and agrees that continued participation in TIPS is subject to TIPS sole discretion and that any Vendor may be removed from the participation in the Program at any time with or without cause. Nothing in the Agreement or in any other communication between TIPS and the Vendor may be construed as a guarantee that TIPS or TIPS Members will submit any orders at any time. TIPS reserves the right to request additional proposals for items or services already on Agreement at any time.

  • Assignment This Agreement and all rights and obligations hereunder may not be assigned without the written consent of the other party.

  • NOW, THEREFORE the parties hereto agree as follows:

  • Severability Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

  • Counterparts This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

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