Right to purchase the shares of the defaulting member Sample Clauses

Right to purchase the shares of the defaulting member. The Company and its members grant and grant the Company the first right to purchase all shares of the defaulting Member in accordance with the following purchase price and payment terms. 9 8.3.2. Consequences of the Notwithstanding laws to the contrary, where a member who fails to act (i) to transfer a unit, (ii) (ii) (iii) withdrawing from the Company or dissolving the Company or (iv) otherwise violating the terms of this Agreement, the Company will continue and this defaulting Member shall be subject to the provisions of this Section 8.3. In this case, the following occurs. 8.3.2.(a) The defaulting Member of Parliament shall immediately cease to be a member entitled to vote and has no further power to act or bind the Company, but shall be treated as a assignee. The units of the defaulting member shall become non-voting units; 8.3.2.(b) The defaulting Member shall be liable to the Company for any damages, without prior accounting, to the Company for any costs and liabilities that may arise to the Company or any Member as a result of such breach; 8.3.2.(c) The Company may, by notifying the defaulting member, decide to acquire the shares of the defaulting member in the Company; 8.3.2.(d) The Company shall treat the defaulting member as if it were a non-approved agent of the shares of the defaulting member and shall distribute to the defaulting member only the amounts to be paid in respect of those shares, after offsetting the amounts owed to the Company by the defaulting Member; 8.3.2.(e) The Company may deduct any distributions that are otherwise payable in respect of these shares in order to satisfy any claims against the defaulting Member; and 8.3.2. (f) The defaulting Member shall have no right to consult the Company's books or records or to obtain any other information about the Company's business activities. 8.4.
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