No Right of Redemption or Return of Contribution Sample Clauses

No Right of Redemption or Return of Contribution. No Member has a right to have its Membership Interest redeemed or its capital contribution returned, provided that if a Member dissociates as described in Article 6, the LLC may (subject to any required regulatory approvals by the Department) purchase the Member's Membership Interest for an agreed price equal to the dissociated Member's initial contribution of $100, without any accrued interest. In view of the prohibition on Interim Distributions, each Member hereby agrees that $100 is the fair value of its distributional interest for all purposes of the Act and this Agreement, and hereby irrevocably waives any right under the Act to commence or bring, and agrees hereby not to commence or bring, any action to otherwise determine the fair value of its distributional interest.
Sample 1
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Related to No Right of Redemption or Return of Contribution

  • Notices Any notice, request or other document required or permitted to be given or delivered to the Holder by the Company shall be delivered in accordance with the notice provisions of the Purchase Agreement.

  • 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.

  • 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:

  • Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of New York.

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

  • 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

  • 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.

  • Entire Agreement This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter contained in this Agreement and supersedes all prior agreements, understandings and negotiations between the parties.

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

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