No Right to Withdraw. No Member shall have any right to resign or withdraw from the Company without the consent of the other Members or to receive any distribution or the repayment of its capital contribution except as provided in Section 7.2 and Article IX upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstances.
Appears in 3 contracts
Samples: Operating Agreement, Operating Agreement (Keyspan Corp), Operating Agreement (Keyspan Corp)
No Right to Withdraw. No Member shall have any right to resign or --------------------- withdraw from the Company without the consent of the other Members or to receive any distribution or the repayment of its capital contribution except as provided in Section Sections 7.1 and 7.2 and Article IX upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstances.
Appears in 3 contracts
Samples: Operating Agreement (Afg Investment Trust B), Efg Kirkwood (Afg Investment Trust C), Efg Kirkwood (Afg Investment Trust D)
No Right to Withdraw. No Member shall have any right to resign or otherwise withdraw from the Company prior to the dissolution and winding up of the Company, without the express written consent of the other Members or to receive any distribution or the repayment of its capital contribution except as provided in Section 7.2 and Article IX upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstancesMember.
Appears in 3 contracts
Samples: Operating Agreement (Healtheon Webmd Corp), Operating Agreement (Healtheon Webmd Corp), Operating Agreement (Healtheon Webmd Corp)
No Right to Withdraw. No Except in connection with a transfer of all of a Member’s Shares in accordance with all applicable terms of this Agreement, no Member shall have any right to resign or withdraw from the Company LLC without the consent of the other Members or to receive any distribution or the repayment of its capital contribution his Contribution except as provided in Section 7.2 Article XIII and Article IX XI upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstancesLLC.
Appears in 2 contracts
Samples: Security Agreement (Servicesource International LLC), Limited Liability Company Agreement (Servicesource International LLC)
No Right to Withdraw. No Member shall have any right to voluntarily resign or otherwise withdraw from the Company without the consent of the other Members Company, or to receive any distribution or to which such Member is otherwise entitled to receive upon withdrawal, without the repayment written consent of its capital contribution except as provided in Section 7.2 and Article IX upon dissolution and liquidation all remaining Members of the Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstances.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Celanese Americas CORP), Operating Agreement (Crestar Securitization LLC)
No Right to Withdraw. No Member shall have any right to voluntarily resign or otherwise withdraw from the Company without the consent approval of the other all remaining Members or to receive any distribution or the repayment of its capital contribution except as provided in Section 7.2 their sole and Article IX upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstancesabsolute discretion.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (CVR Partners, Lp), Limited Liability Company Agreement (CVR Energy Inc)
No Right to Withdraw. No Member shall have any right to resign or withdraw from the Company without the consent of the other Members or to receive any distribution or the repayment of its capital contribution except as provided in Section 7.2 and Article IX upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstances.have
Appears in 2 contracts
Samples: Limited Liability Company Operating Agreement (Keyspan Corp), Operating Agreement (Keyspan Corp)
No Right to Withdraw. No Member shall have any right to resign or withdraw from the Company without the consent of the other Members Manager or to receive any distribution or the repayment of its capital contribution except as provided in Section 7.2 4.2 and Article IX VIII upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstances.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Ridgewood Electric Power Trust Iv), Limited Liability Company Agreement (Ridgewood Electric Power Trust Iii)
No Right to Withdraw. No A Member shall have any right to resign or may not withdraw from the Company without the consent written consents of all remaining Members. Any attempt by a Member to withdraw in violation of this section shall be void and of no force or effect, and shall not release the other Members Member from any obligations and liabilities under this Agreement, whether already accrued or incurred, or to receive any distribution be accrued or the repayment of its capital contribution except as provided in Section 7.2 and Article IX upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest incurred in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstancesfuture.
Appears in 2 contracts
Samples: Operating Agreement (American Sierra Gold Corp.), Operating Agreement (American Sierra Gold Corp.)
No Right to Withdraw. No Except in connection with a Permitted Transfer in accordance with the applicable terms of this Agreement, no Member shall have any right to resign or withdraw from the Company without the consent of the other Members or Board of Managers. No Member shall have any right to receive any distribution or the repayment of its capital contribution Capital Contribution, except as provided in Section 7.2 and Article IX ARTICLE VIII, upon dissolution and liquidation of the Company. No interest or other compensation shall be paid on or with respect to the Capital Contribution of any of the Members, except as expressly provided herein or authorized by the Board of Managers. No Member shall have any right to have the fair value of its Membership Interest interest in the Company appraised and paid out upon the its resignation or withdrawal of such Member or any other circumstanceswithdrawal.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Apogee Therapeutics, Inc.), Limited Liability Company Agreement (Apogee Therapeutics, LLC)
No Right to Withdraw. No Except in connection with a Permitted Transfer in accordance with the applicable terms of this Agreement, no Member shall have any right to resign or withdraw from the Company without the consent of the other Members or Board of Directors. No Member shall have any right to receive any distribution or the repayment of its capital contribution Capital Contribution, except as provided in Section 7.2 and Article IX ARTICLE VIII, upon dissolution and liquidation of the Company. No interest or other compensation shall be paid on or with respect to the Capital Contribution of any of the Members, except as expressly provided herein. No Member shall have any right to have the fair value of its Membership Interest interest in the Company appraised and paid out upon the its resignation or withdrawal of such Member or any other circumstanceswithdrawal.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Cullinan Oncology, LLC), Limited Liability Company Agreement (Cullinan Oncology, LLC)
No Right to Withdraw. No Except in connection with a Transfer of all of a Member’s Shares in accordance with all applicable terms of this Agreement, no Member shall have any right to resign or withdraw from the Company without the consent unanimous approval of the other Members Board or to receive any distribution or the repayment of its capital contribution such Member’s Contribution except as provided in Section 7.2 Article XI and Article IX XIII upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstances.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Jack Cooper Logistics, LLC)
No Right to Withdraw. No Member shall have any right to resign or otherwise withdraw from the Company without the express written consent of all the other Members or to receive any distribution or the repayment of its capital contribution except as provided in Section 7.2 and Article IX upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstancesMembers.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Point Blank Solutions, Inc.)
No Right to Withdraw. No Member shall have any right to resign or withdraw from the Company without the consent of the other Members or to receive any distribution or the repayment of its his capital contribution except as provided in Section 7.2 and Article IX upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest his interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstances.
Appears in 1 contract
No Right to Withdraw. No Member shall have any right to resign or withdraw from the Company without the consent of the other Members or to receive any distribution or the repayment of its capital contribution Capital Contributions except as provided in Section 7.2 and Article IX upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstances.
Appears in 1 contract
No Right to Withdraw. No Member shall have any right to resign or withdraw from the Company without the consent of the other Members or to receive any distribution or the repayment of its capital contribution except as provided in Section 7.2 and Article IX upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstances. 2.9.
Appears in 1 contract
Samples: Operating Agreement (Keyspan Corp)
No Right to Withdraw. No Member shall have any right to resign or withdraw from the Operating Company without the consent of the other Members Members, except in connection with a Transfer of all of a Member’s LLC Units in accordance with all applicable terms of this Agreement, or to receive any distribution or the repayment of its capital contribution the Member’s Contribution except as provided in Section 7.2 and Article IX 11 or in Article 13 upon dissolution and liquidation of the Operating Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstances.
Appears in 1 contract
No Right to Withdraw. No Member shall have any right to resign or withdraw from the Company LLC without the consent of the other Members Manager or to receive any distribution or the repayment of its capital contribution except as provided in Section 7.2 7.02 and Article IX upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstancesLLC.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Ridgewood Power Growth Fund /Nj)
No Right to Withdraw. No Without the consent of the other Members, no Member shall have any right to (i) resign or withdraw from the Company without the consent of the other Members or to Company, (ii) receive any distribution or the repayment of its capital contribution except as provided in Section 7.2 and Article IX upon dissolution and liquidation of the Company. No Member shall have any right to or (iii) have the fair value of its Membership Interest Units in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstancesMember, except, in each case, as provided in Section 5.1(c), Article VII, Article VIII and Article IX.
Appears in 1 contract
No Right to Withdraw. No Except in connection with a transfer of all of a Member’s Shares in accordance with all applicable terms of this Agreement, no Member shall have any right to resign or withdraw from the Company LLC without the consent of the other Members Board or to receive any distribution or the repayment of its capital contribution Contribution except as provided in Section 7.2 Article XIII and Article IX XI upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstancesLLC.
Appears in 1 contract
Samples: Limited Liability Company Agreement
No Right to Withdraw. No Member shall have any the right to resign or withdraw from the Company without the consent except as a result of a Transfer made in accordance with this Article IX, Article X, Article XI or Article XII hereof or upon dissolution of the other Members or to receive Company in accordance with Article XIII hereof. If any distribution or the repayment of its capital contribution except as provided in Section 7.2 and Article IX upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest in withdraws from the Company appraised and paid out upon the or resigns as a Member in breach of this provision, such withdrawal or resignation shall be of no force or withdrawal of such Member or any other circumstanceseffect.
Appears in 1 contract
Samples: Operating Agreement (Barton Protective Services LLC)
No Right to Withdraw. No Member shall have any right to resign or withdraw from the Company without the consent of the other Members LLC or to receive any distribution or the repayment of its capital contribution except as provided in Section 7.2 5.02 and Article IX VII upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstancesLLC.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Selective Insurance Group Inc)
No Right to Withdraw. No Member shall have any right to voluntarily resign or otherwise withdraw from the Company without as a Member except (a) following the consent Transfer of all of his, her or its Units pursuant to the other Members or to receive any distribution or terms of this Agreement and (b) as may be otherwise approved by the repayment of its capital contribution except as provided Directors in Section 7.2 and Article IX upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other particular circumstances.
Appears in 1 contract
Samples: Limited Liability Company Operating Agreement (Ocean Biomedical, Inc.)
No Right to Withdraw. No Member shall have any right to resign or withdraw from the Company without the consent of the other Members LLC or to receive any distribution or the repayment of its his capital contribution contribution, except as distributions provided in Section 7.2 6.1 and Article IX VII upon dissolution and liquidation of the Company. No Member shall have any right to have the fair value of its Membership Interest in the Company appraised and paid out upon the resignation or withdrawal of such Member or any other circumstancesLLC.
Appears in 1 contract