Preferred Member Redemption Sample Clauses

Preferred Member Redemption. (a) On the Redemption Date, or at any time after the Redemption Date, ▇▇▇▇▇ Family shall have a right to require that the Company redeem (the “Redemption”) all, but not less than all, of the ▇▇▇▇▇ Family’s entire Membership Interest (the “Redeemed Membership Interest”) for an amount equal to ▇▇▇▇▇ Family’s Adjusted Capital Contribution (the “Redemption Price”) by giving written notice (“Redemption Notice”) to the Manager expressly setting forth its desire to have its entire Membership Interest redeemed in accordance with the provisions of this Section 10.01. Upon such delivery of such Redemption Notice, the remaining provisions of this Section 10.01 shall apply. (b) The closing of the Redemption shall occur on the business day determined by the Manager but that is no later than 120 days (the “Redemption Closing Period”) following the date of delivery of the Redemption Notice pursuant to Section 10.01(a) and shall be consummated by the Company and ▇▇▇▇▇ Family having duly executed and dated the Redemption Agreement substantially in the form attached hereto as Exhibit B and delivering such executed and dated Redemption Agreement to the other of them, and with the Company contemporaneously remitting to ▇▇▇▇▇ Family, by wire transfer to the account designated by ▇▇▇▇▇ Family in a writing executed and dated by ▇▇▇▇▇ Family or by bank or certified check, an amount equal to the Redemption Price. ▇▇▇▇▇ Family shall continue to be entitled to receive distributions of the Preferred Return until the closing of the Redemption occurs. Except as provided in Section 10.01(c), if the Company should fail to close on the Redemption by the Redemption Closing Period, and which failure was not due to any breach, act or omission on the part of ▇▇▇▇▇ Family, then the Manager shall then be required to cause the Company to proceed to sell the Property with such sale process to be undertaken in the same manner as would be the case if the Company were to proceed with the sale of the Property without regard to Section 10.01. ▇▇▇▇▇ Family’s consent shall be required for any sale of the Property conducted pursuant to this Section if the net proceeds of the proposed sale will be insufficient to pay ▇▇▇▇▇ Family the full Redemption Price. The Members hereby expressly acknowledge and agree that the Company may seek to acquire the funds to pay the Redemption Price through, by and/or from such legal means and sources – including, without limitation, from financing, re-financing or other bor...