Notice of Proposed Sale. The Initiating Seller shall, not less than 30 days prior to a proposed Sale to which Section 12.2.1 is applicable, give written notice to each other Member of such proposed Sale. Such notice (the “Notice of Proposed Sale”) shall set forth: (a) the number of Units of each Class proposed to be transferred, (b) the name and address of the Proposed Transferee, (c) the maximum and minimum per Unit purchase price with respect to each Class or, if not in cash, proposed consideration and the other principal terms and conditions of the proposed Sale, (d) that the Proposed Transferee has been informed of the Tag-Along Right provided for in Section 12.2.1 and has agreed to purchase Units in accordance with the terms of this Section 12.2 and (e) that the Initiating Seller has agreed to consummate the Sale, subject only to any required regulatory approvals, this Section 12.2 and Article 11 of this Agreement.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (National Beef Packing Co LLC), Limited Liability Company Agreement (National Beef Packing Co LLC), Limited Liability Company Agreement (Nb Finance Corp)
Notice of Proposed Sale. The Initiating Seller shall, not less than 30 days prior to a proposed Sale to which Section 12.2.1 is applicable, give written notice to each other Member of such proposed Sale. Such notice (the “Notice of Proposed Sale”) shall set forth: (a) the number of Units of each Class proposed to be transferredTransferred, (b) the name and address of the Proposed Transferee, (c) the maximum and minimum per Unit purchase price with respect to each Class or, if not in cash, proposed consideration and the other principal terms and conditions of the proposed Sale, (d) that the Proposed Transferee has been informed of the Tag-Along Right provided for in Section 12.2.1 and has agreed to purchase Units in accordance with the terms of this Section 12.2 and (e) that the Initiating Seller has agreed to consummate the Sale, subject only to any required regulatory approvals, this Section 12.2 and Article 11 of this Agreement.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Leucadia National Corp), Membership Interest Purchase Agreement (National Beef Packing Co LLC)
Notice of Proposed Sale. The Initiating Seller shall, not less than 30 days prior to a proposed Tag-Along Sale to which Section 12.2.1 12.3.1 is applicable, give written notice to each other Member of such proposed Tag-Along Sale. Such notice (the “Notice of Proposed Sale”) shall set forth: (a) the number of Units of each Class proposed to be transferredTransferred, (b) the name and address of the Proposed Transferee, (c) the maximum and minimum per Unit purchase price with respect to each Class or, if not in cash, proposed consideration and the other principal terms and conditions of the proposed Tag-Along Sale, (d) that the Proposed Transferee has been informed of the Tag-Along Right provided for in Section 12.2.1 12.3.1 and has agreed to purchase Units in accordance with the terms of this Section 12.2 12.3 and (e) that the Initiating Seller has agreed to consummate the Tag-Along Sale, subject only to any required regulatory approvals, this Section 12.2 12.3 and Article 11 of this Agreement.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Jefferies Financial Group Inc.), Purchase and Sale Agreement (Leucadia National Corp)
Notice of Proposed Sale. The Initiating Seller shall, not less than 30 days prior to a proposed Tag-Along Sale to which Section 12.2.1 12.3.1 is applicable, give written notice to each other Member of such proposed Tag-Along Sale. Such notice (the “"Notice of Proposed Sale”") shall set forth: (a) the number of Units of each Class proposed to be transferredTransferred, (b) the name and address of the Proposed Transferee, (c) the maximum and minimum per Unit purchase price with respect to each Class or, if not in cash, proposed consideration and the other principal terms and conditions of the proposed Tag-Along Sale, (d) that the Proposed Transferee has been informed of the Tag-Along Right provided for in Section 12.2.1 12.3.1 and has agreed to purchase Units in accordance with the terms of this Section 12.2 12.3 and (e) that the Initiating Seller has agreed to consummate the Tag-Along Sale, subject only to any required regulatory approvals, this Section 12.2 12.3 and Article 11 of this Agreement.
Appears in 1 contract
Samples: Limited Liability Company Agreement (U. S. Premium Beef, LLC)
Notice of Proposed Sale. The Initiating Seller shall, not less than 30 days prior to a proposed Sale to which Section 12.2.1 is applicable, give written notice to each other Member of such proposed Sale. Such notice (the “Notice of Proposed Sale”) shall set forth: forth (a) the number of Units of each Class proposed to be transferredTransferred and the Sale Percentage, (b) the name and address of the Proposed Transferee, (c) the maximum and minimum per Unit purchase price with respect to each Class or, if not in cash, proposed consideration and the other principal terms and conditions of the proposed Sale, (d) that the Proposed Transferee has been informed of the Tag-Along Right provided for in Section 12.2.1 and has agreed to purchase Units in accordance with the terms of this Section 12.2 and (e) that the Initiating Seller has agreed to consummate the Sale, subject only to any required regulatory approvals, this Section 12.2 and Article 11 of this Agreement.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Golden Queen Mining Co LTD)
Notice of Proposed Sale. The Initiating Seller shall, not less than 30 days prior to a proposed Sale to which Section 12.2.1 12.3.1 is applicable, give written notice to each other Member of such proposed Sale. Such notice (the “Notice of Proposed Sale”) shall set forth: (a) the number of Units of each Class proposed to be transferred, (b) the name and address of the Proposed Transferee, (c) the maximum and minimum per Unit purchase price with respect to each Class or, if not in cash, proposed consideration and the other principal terms and conditions of the proposed Sale, (d) that the Proposed Transferee has been informed of the Tag-Along Right provided for in Section 12.2.1 12.3.1 and has agreed to purchase Units in accordance with the terms of this Section 12.2 12.3 and (e) that the Initiating Seller has agreed to consummate the Sale, subject only to any required regulatory approvals, this Section 12.2 12.3 and Article 11 of this Agreement.
Appears in 1 contract
Samples: Limited Liability Company Agreement (National Beef, Inc.)