Common use of Right of the Remaining Members Clause in Contracts

Right of the Remaining Members. If the Company does not exercise its right to purchase the Offered Units within the 30-day period set forth in Section 8.06(b), (i) the Company shall immediately send the Selling Member and the Remaining Members written notice that it is not exercising its rights of first refusal hereunder, and (ii) for a period of 30 days beginning on the day after expiration of the 30-day period set forth in Section 8.06(b), the Remaining Members (Pro Rata, in proportion to the number of Units in the Company owned by the Remaining Members, or, if the Remaining Members agree otherwise, in such other proportion as they shall agree upon) shall have the right, at their sole option, to purchase all (and not less than all) of the Offered Units on such terms and conditions as are contained in the Qualified Offer except payment shall be made in full in immediately available funds at the closing. Such option may be exercised by the Remaining Members by providing the Selling Member and the other Members with a written notice advising of the intent to exercise the option to purchase its pro rata portion of the Offered Units within such 30-day period. If any Remaining Member fails to exercise its option hereunder with regard to its Pro Rata portion of the Offered Units within such 30 days, the other Remaining Member(s) shall have an additional 10-day period in which to exercise an option to purchase such portion of the Offered Units on the same terms as stated above.

Right of the Remaining Members. If the Company does not exercise its right to purchase the Offered Units within the 30-day period set forth in Section 8.06(b)9.04, (i) the Company shall immediately send the Selling Member and the Remaining Members written notice that it is not exercising its rights of first refusal hereunder, and (ii) for a period of 30 days beginning on the day after expiration of the 30-day period set forth in Section 8.06(b)9.04, the Remaining Members (Pro Ratapro rata, in proportion to the number of Units in the Company owned by the Remaining Members, or, if the Remaining Members agree otherwise, in such other proportion as they shall agree upon) shall have the right, at their sole option, to purchase all (and not less than all) of the Offered Units on such terms and conditions as are contained in the Qualified Offer except payment shall be made in full in immediately available funds at the closingOffer. Such option may be exercised by the a Remaining Members Member by providing the Selling Member and the other Members with a written notice advising of the intent to exercise the option to purchase its pro rata portion of the Offered Units within such 30-day period. If any Remaining Member fails to exercise its option hereunder with regard to its Pro Rata pro rata portion of the Offered Units within such 30 days, the other Remaining Member(s) shall have an additional 1030-day period in which to exercise an option to purchase such portion of the Offered Units on the same terms as stated above.