Members of Record Sample Clauses

Members of Record. The Company shall be entitled to treat the holder of record of any Membership certificate as the holder in fact thereof and, accordingly, shall not be bound to recognize any equitable or other claim to or interest in such membership interest on the part of any other person whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of the State of its organization.
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Members of Record. Only Persons who are Members of record at the time notice of a meeting is given shall be entitled to notice of or to vote at the meeting; provided, however, that (i) a fiduciary (such as a trustee, personal representative, or guardian) shall be entitled to act in such capacity on behalf of a Member of record if evidence of such status is presented to the Company, and (ii) a surviving joint tenant shall be entitled to receive notice and act if evidence of the other joint tenant's death is presented to the Company.
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Members of Record. Distributions shall be made only to those Members who are owners of record of Membership Interests at the time the Members elect to make such distributions, as reflected on the Company’s books and records. The Percentage Interest of each Member shall be ascertained at such time, excluding any unvested Membership Interests.
Sample 1
Members of Record. The Company, the Manager and each other Member, and any other person having business with the Company, need deal only with persons who are Members in accordance with the provisions of this Agreement; they shall not be required to deal with any other Person by reason of any purported Transfer by a Member or by reason of this Agreement. Transferees of all or any portion of an Interest who have not, as to that Interest, been duly admitted as a Substitute Member, including any Assignee, shall not, as to that Interest, be entitled to (i) exercise any Governance Rights or Membership rights; (ii) receive any notices or other communications under this Agreement (including, but not limited to, notices of any consent or approval of the Members requested by the Manager), (iii) give or refuse to give any consent or approval required or permitted under this Agreement or the Act, (iv) vote with respect to, or otherwise participate in the management of the Company to the extent permitted under this Agreement or the Act, (v) inspect or copy the Company's books or records, (vi) demand or request any information available to Members pursuant to the terms of this Agreement or the Act. Further, the Interest so held by any such transferee who has not been duly admitted as a Substitute Member shall not be deemed to be owned by any Member and no signature of any such transferee shall be required to amend this Agreement and his/her/its Percentage shall not be counted for purposes of any provision of this Agreement that specifies a minimum level of Percentages of the Members (or any class of Members) to consent to or approve of any action or decision proposed to be undertaken by the Company or the Manager.
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Related to Members of Record

  • Fixing Date for Determination of Stockholders of Record (a) In order that the corporation may determine the stockholders entitled to notice of any meeting of stockholders or any adjournment thereof, the Board of Directors may fix a record date, which record date shall not precede the date upon which the resolution fixing the record date is adopted by the Board of Directors, and which record date shall, unless otherwise required by law, not be more than sixty (60) nor less than ten (10) days before the date of such meeting. If the Board of Directors so fixes a date, such date shall also be the record date for determining the stockholders entitled to vote at such meeting unless the Board of Directors determines, at the time it fixes such record date, that a later date on or before the date of the meeting shall be the date for making such determination. If no record date is fixed by the Board of Directors, the record date for determining stockholders entitled to notice of or to vote at a meeting of stockholders shall be at the close of business on the day next preceding the day on which notice is given, or, if notice is waived, at the close of business on the day next preceding the day on which the meeting is held. A determination of stockholders of record entitled to notice of or to vote at a meeting of stockholders shall apply to any adjournment of the meeting; provided, however, that the Board of Directors may fix a new record date for determination of stockholders entitled to vote at the adjourned meeting, and in such case shall also fix as the record date for stockholders entitled to notice of such adjourned meeting the same or an earlier date as that fixed for determination of stockholders entitled to vote in accordance herewith at the adjourned meeting.

  • Fixing of Record Date Whenever a cash dividend, cash distribution or any other distribution is made on Deposited Securities or rights to purchase Shares or other securities are issued with respect to Deposited Securities (which rights will be delivered to or exercised or sold on behalf of Owners in accordance with Section 4.4) or the Depositary receives notice that a distribution or issuance of that kind will be made, or whenever the Depositary receives notice that a meeting of holders of Shares will be held in respect of which the Company has requested the Depositary to send a notice under Section 4.7, or whenever the Depositary will assess a fee or charge against the Owners, or whenever the Depositary causes a change in the number of Shares that are represented by each American Depositary Share, or whenever the Depositary otherwise finds it necessary or convenient, the Depositary shall fix a record date, which shall be the same as, or as near as practicable to, any corresponding record date set by the Company with respect to Shares, (a) for the determination of the Owners (i) who shall be entitled to receive the benefit of that dividend or other distribution or those rights, (ii) who shall be entitled to give instructions for the exercise of voting rights at that meeting, (iii) who shall be responsible for that fee or charge or (iv) for any other purpose for which the record date was set, or (b) on or after which each American Depositary Share will represent the changed number of Shares. Subject to the provisions of Sections 4.1 through 4.5 and to the other terms and conditions of this Deposit Agreement, the Owners on a record date fixed by the Depositary shall be entitled to receive the amount distributable by the Depositary with respect to that dividend or other distribution or those rights or the net proceeds of sale thereof in proportion to the number of American Depositary Shares held by them respectively, to give voting instructions or to act in respect of the other matter for which that record date was fixed, or be responsible for that fee or charge, as the case may be.

  • Holder of Record Each person in whose name any Warrant for shares of Common Stock is issued shall, for all purposes, be deemed to be the Holder of record of such shares on the Date of Exercise of this Warrant, irrespective of the date of delivery of the Common Stock purchased upon the Exercise of this Warrant. Nothing in this Warrant shall be construed as conferring upon Holder any rights as a stockholder of the Company.

  • Notices of Record Date In the event of any taking by the Company of a record of the holders of any class of securities for the purpose of determining the holders thereof who are entitled to receive any dividend (other than a cash dividend which is the same as cash dividends paid in previous quarters) or other distribution, the Company shall mail to the Holder, at least ten (10) days prior to the date specified herein, a notice specifying the date on which any such record is to be taken for the purpose of such dividend or distribution.

  • Notices of Record Date, Etc In the event of:

  • Notice of Record Date In the event:

  • Owner of Record The Seller is the owner of record of each Mortgage and the indebtedness evidenced by each Mortgage Note, except for the Assignments of Mortgage which have been sent for recording, and upon recordation the Seller will be the owner of record of each Mortgage and the indebtedness evidenced by each Mortgage Note, and upon the sale of the Mortgage Loans to the Purchaser, the Seller will retain the Mortgage Files with respect thereto in trust only for the purpose of servicing and supervising the servicing of each Mortgage Loan;

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