Common use of Withdrawal of Member Clause in Contracts

Withdrawal of Member. If a Member Transfers all of its Interest pursuant to Section 11.1 and the Assignee of such interest is admitted as a Member pursuant to Section 11.4, such Assignee will be admitted to the Company as a Member effective on the effective date of the Transfer or such other date as may be specified when the Assignee is admitted and, if such Assignor has not already ceased to be a Member pursuant to Section 11.1(b), then immediately following such admission the Assignor will cease to be a Member of the Company. Upon the Assignor ceasing to be a Member, the Assignor will not be entitled to any Distributions from and after the date of such Transfer. Notwithstanding the admission of an Assignee as a Member and except as otherwise expressly approved by the Board of Managers, the Assignor will not be released from any obligations to the Company as a Member (or otherwise) existing as of the date of the Transfer, including without limitation, the obligations set forth in Section 5.3, Section 9.4 and Section 16.6.

Appears in 2 contracts

Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Gryphon Gold Corp)

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Withdrawal of Member. If a Member Transfers all of its Interest Units pursuant to Section 11.1 10.1 and the Assignee of such interest is admitted as a Member pursuant to Section 11.410.3, such Assignee will be admitted to the Company as a Member effective on the effective date of the Transfer or such other date as may be specified by the Assignee when the Assignee is admitted and, if such Assignor has not already ceased to be a Member pursuant to Section 11.1(b10.1(b), then immediately following such admission the Assignor will cease to be a Member of the Company. Upon the Assignor ceasing to be a Member, the Assignor will not be entitled to any Distributions from and after the date of such Transfer. Notwithstanding the admission of an Assignee as a Member and except as otherwise expressly approved by the Board of ManagersBoard, the Assignor will not be released from any obligations to the Company as a Member (or otherwise) existing as of the date Transfer and which are intended to survive such withdrawal of the Transfera Member, including without limitation, the obligations set forth in Section 5.34.3, Section 9.4 8.5 and Section 16.614.1.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Intel Corp)

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Withdrawal of Member. If a Member Transfers all of its Interest Units pursuant to Section 11.1 8.2 and the Assignee of such interest is admitted as a Member pursuant to Section 11.48.3, such Assignee will be admitted to the Company as a Member effective on the effective date of the Transfer or such other date as may be specified by the Assignee when the Assignee is admitted and, if such Assignor has not already ceased to be a Member pursuant to Section 11.1(b8.1(a), then immediately following such admission the Assignor will cease to be a Member of the Company. Upon the Assignor ceasing to be a Member, the Assignor will not be entitled to any Distributions from and after the date of such Transfer. Notwithstanding the admission of an Assignee as a Member and except as otherwise expressly approved by the Board of ManagersBoard, the Assignor will not be released from any obligations to the Company as a Member (or otherwise) existing as of the date Transfer and which are intended to survive such withdrawal of the Transfera Member, including without limitation, the obligations set forth in Section 5.32.3, Section 9.4 6.4 and Section 16.612.1.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Intel Corp)

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