Common use of Electing Member’s Election Clause in Contracts

Electing Member’s Election. Each Electing Member shall have thirty (30) days after the determination of the Defaulting Member’s Price to elect whether or not to purchase the Defaulting Member’s Interest (or its proportionate share thereof based on its Percentage Interest with the other Electing Members). If such Electing Member elects not to purchase or makes no election, then the Electing Member shall have no purchase obligations pursuant to this Section 15.6 and the remaining Electing Members, if any, making the election under this Section 15.6E to purchase the Defaulting Member’s Interest shall do so prorata in accordance with their relative Percentage Interests (or in such other percentages as is agreed to by such Electing Members). If an Electing Member desires to purchase, then such Electing Member shall give a written notice to the Defaulting Member of its election to purchase within such thirty (30) day election period (the “Final Election Notice”). The closing of the purchase of the Defaulting Member’s Interest by those Electing Members delivering the Final Election Notice shall take place at the principal place of business of the Company and shall occur on or before the date (the “Closing Date”), which is thirty (30) days after the delivery of the last Final Election Notice delivered by an Electing Member. Upon the closing, the Defaulting Member whose Interest is purchased by the Electing Member(s) shall have no further rights or remedies hereunder, except for the rights to indemnification set forth in Section 16.1, below, with respect to any events occurring on or prior to the date of such closing. The closing shall occur in accordance with and subject to the following:

Appears in 2 contracts

Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Tejon Ranch Co)

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Electing Member’s Election. Each The Electing Member shall have thirty (30) days after the determination of the Defaulting Member’s Price to elect whether or not to purchase the Defaulting Member’s Interest (or its proportionate share thereof based on its Percentage Interest with the other Electing Members)Interest. If such the Electing Member elects not to purchase or makes no election, then the Electing Member shall have no purchase obligations pursuant to this Section 15.6 13.6 and the remaining Electing Members, if any, making the election under this Section 15.6E shall not have any further right to purchase the Defaulting Member’s Interest shall do so prorata in accordance with their relative Percentage Interests (or in such other percentages as is agreed pursuant to by such Electing Members)this Section 13.6. If an Electing Member desires to purchase, then such Electing Member shall give a written notice to the Defaulting Member of its election to purchase within such thirty (30) day election period (the “Final Election Notice”). The closing of the purchase of the Defaulting Member’s Interest by those the Electing Members delivering the Member, if it delivers a Final Election Notice Notice, shall take place at the principal place of business offices of the Company and shall occur on or before the date (the “Closing Date”), which is thirty (30) days after the delivery of the last Final Election Notice delivered by an Electing Member. Upon the closing, the Defaulting Member whose Interest is purchased by the Electing Member(s) shall have no further rights or remedies hereunder, except for the rights to indemnification set forth in Section 16.1, below, with respect to any events occurring on or prior to the date of such closingNotice. The closing shall occur in accordance with and subject to the following:terms of Exhibit “E”, which is incorporated herein by reference as if fully set forth in this section. For purposes of Exhibit ”E”, the Defaulting Member shall be the “Selling Member”, and the Electing Member shall be the “Purchasing Member”.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Tejon Ranch Co)

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Electing Member’s Election. Each Electing Member shall have thirty (30) days after the determination of the Defaulting Member’s Price to elect whether or not to purchase the Defaulting Member’s Interest (or its proportionate share thereof based on its Percentage Interest with the other Electing Members). If such Electing Member elects not to purchase or makes no election, then the Electing Member shall have no purchase obligations pursuant to this Section 15.6 and the remaining Electing Election Members, if any, making the election under this Section 15.6E to purchase the Defaulting Member’s Members Interest shall do so prorata in accordance with their relative Percentage Interests (or in such other percentages as is agreed to by such Electing Members). If an Electing Member desires to purchase, then such Electing Member shall give a written notice to the Defaulting Member of its election to purchase within such thirty (30) day 87 election period (the “Final Election Notice”). The closing of the purchase of the Defaulting Member’s Interest by those Electing Members delivering the Final Election Notice shall take place at the principal place of business of the Company and shall occur on or before the date (the “Closing Date”), which is thirty (30) days after the delivery of the last Final Election Notice delivered by an Electing Member. Upon the closing, the Defaulting Member whose Interest is purchased by the Electing Member(s) Member shall have no further rights or remedies hereunder, except for the rights to indemnification set forth in Section 16.1, below, with respect to any events occurring on or prior to the date of such closing. The closing shall occur in accordance with and subject to the following:

Appears in 1 contract

Samples: Limited Liability Company Agreement (Tejon Ranch Co)

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