Common use of Reconstitution Clause in Contracts

Reconstitution. Notwithstanding the provisions of Section 11.1 and 11.2, the remaining Member may, within ninety (90) days of any event described in this Article 11, elect to (a) continue the Company or (b) transfer the assets of the Company to a newly organized entity and accept ownership interests in such entity in exact proportion to its interests in the Company at the time of dissolution. An appropriate amendment to or cancellation of the Certificate of Formation and all other filings required by law shall be made in accordance with any action taken pursuant to this Section 11.3.

Appears in 9 contracts

Samples: Limited Liability Company Agreement (CNL Growth Properties, Inc.), Limited Liability Company Agreement (CNL Growth Properties, Inc.), Limited Liability Company Agreement (CNL Growth Properties, Inc.)

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Reconstitution. Notwithstanding the provisions of Section 11.1 and 11.2, the at any time there is only one Member, such remaining Member may, within ninety (90) days of any event described in this Article 11, elect to (a) continue the Company or (b) transfer the assets of the Company to a newly organized entity and accept ownership interests in such entity in exact proportion to its interests in the Company at the time of dissolution. An appropriate amendment to or cancellation of the Certificate of Formation and all other filings required by law shall be made in accordance with any action taken pursuant to this Section 11.3.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (CNL Growth Properties, Inc.), Limited Liability Company Agreement (CNL Growth Properties, Inc.), Limited Liability Company Agreement (Global Growth Trust, Inc.)

Reconstitution. Notwithstanding the provisions of Section 11.1 and 11.2, the remaining Member may, within ninety (90) days of any event described in this Article 11, elect to (a) continue the Company or (b) transfer the assets of the Company to a newly organized entity and all Members shall accept ownership interests in such entity in exact proportion to its interests in the Company at the time of dissolution. An appropriate amendment to or cancellation of the Certificate of Formation and all other filings required by law shall be made in accordance with any action taken pursuant to this Section 11.3.

Appears in 2 contracts

Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (CNL Growth Properties, Inc.)

Reconstitution. Notwithstanding the provisions of Section 11.1 and 11.211.1, the remaining Member Members may, within ninety (90) days of any event described in this Article 11, elect agree by unanimous written consent to (a1) continue the Company or (b2) transfer the assets of the Company to a newly organized entity and accept ownership interests in such entity in exact proportion to its their respective interests in the Company at the time of dissolution, provided that at the time the event described in this Article 11 occurs, the Company has at least two (2) continuing Members. An appropriate amendment to or cancellation of the Certificate of Formation and all other filings required by law shall be made in accordance with any action taken pursuant to this Section 11.311.2.

Appears in 1 contract

Samples: Operating Agreement (Bluerock Residential Growth REIT, Inc.)

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Reconstitution. Notwithstanding the provisions of Section 11.1 and 11.212.1, the remaining Member Members may, within ninety (90) days of any event described in this Article 1112, elect agree by unanimous written consent to (a) continue the Company or (b) transfer the assets of the Company to a newly organized entity and accept ownership interests in such entity in exact proportion to its their respective interests in the Company at the time of dissolution, provided that at the time the event described in this Article 12 occurs, the Company has at least two (2) continuing Members. An appropriate amendment to or cancellation of the Certificate of Formation and all other filings required by law shall be made in accordance with any action taken pursuant to this Section 11.312.2.

Appears in 1 contract

Samples: Operating Agreement (Bluerock Enhanced Multifamily Trust, Inc.)

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