Common use of Exit Events Clause in Contracts

Exit Events. (a) If an Exit Event occurs with respect to a particular Member, the Company will have the option, exercisable only upon an affirmative vote of all Class A Members other than the Member subject to such Exit Event, to purchase the Membership Interest subject to the Exit Event in accordance with the provisions of this Section 10.4. Such option must be exercised by delivering written notice of exercise to the applicable Member or the applicable Member’s executor, trustee, personal representative, guardian, successor, or other similar representative, as applicable, within sixty (60) days after the Company receives actual notice of the Exit Event. Any Membership Interest so purchased by the Company will be immediately redeemed and extinguished by the Company. (b) If the purchase option provided for in this Section 10.4 is exercised, the purchase price for the purchased Membership Interest will be the Exit Price. The Company will pay the purchase price to the applicable Member or the applicable Member’s executor, trustee, personal representative, guardian, successor, or other similar representative, as applicable, and an appropriate assignment of the Membership Interests being sold shall be executed and delivered by the appropriate party, to the Company, free and clear of all encumbrances, upon payment of the Exit Price. (c) If the Company does not exercise the option described in this Section 10.4, the Membership Interest subject to the Exit Event may be transferred to a non-Member, but no such Transfer will be a Permitted Transfer, and the transferee thereof will be an unadmitted assignee in accordance with Section 10.5.

Exit Events. (a) If an Exit Event occurs with respect to a particular Member, the Company will have the option, exercisable only upon an affirmative vote of all Class A Members other than the Member subject to such Exit Event, to purchase the Membership Interest subject to the Exit Event in accordance with the provisions of this Section 10.4. Such option must be exercised by delivering written notice of exercise to the applicable Member or the applicable Member’s executor, trustee, personal representative, guardian, successor, or other similar representative, as applicable, within sixty (60) days after the Company receives actual notice of the Exit Event. Any Membership Interest so purchased by the Company will be immediately redeemed and extinguished by the Company. (b) If the purchase option provided for in this Section 10.4 is exercised, the purchase price for the purchased Membership Interest will be the Exit Price. The Company will pay the purchase price to the applicable Member or the applicable Member’s executor, trustee, personal representative, guardian, successor, or other similar representative, as applicable, and an appropriate assignment of the Membership Interests being sold shall be executed and delivered by the appropriate party, to the Company, free and clear of all encumbrances, upon payment of the Exit Price. (c) If the Company does not exercise the option described in this Section 10.4, the Membership Interest subject to the Exit Event may be transferred to a non-Member, but no such Transfer will be a Permitted Transfer, and the transferee thereof will be an unadmitted assignee in accordance with Section 10.5.

Exit Events. (a) If an Exit Event occurs with respect to a particular Member, the Company will have the option, exercisable only upon an affirmative vote of all Class A Members other than the Member subject to such Exit Event, to purchase the Membership Interest subject to the Exit Event in accordance with the provisions of this Section 10.4. Such option must be exercised by delivering written notice of exercise to the applicable Member or the applicable Member’s executor, trustee, personal representative, guardian, successor, or other similar representative, as applicable, within sixty (60) days after the Company receives actual notice of the Exit Event. Any Membership Interest so purchased by the Company will be immediately redeemed and extinguished by the Company. (b) If the purchase option provided for in this Section 10.4 is exercised, the purchase price for the purchased Membership Interest will be the Exit Price. The Company will pay the purchase price to the applicable Member or the applicable Member’s executor, trustee, personal representative, guardian, successor, or other similar representative, as applicable, and an appropriate assignment of the Membership Interests being sold shall be executed and delivered by the appropriate party, to the Company, free and clear of all encumbrances, upon payment of the Exit Price. (c) If the Company does not exercise the option described in this Section 10.4, the Membership Interest subject to the Exit Event may be transferred to a non-Member, but no such Transfer will be a Permitted Transfer, and the transferee thereof will be an unadmitted assignee in accordance with Section 10.5.