Assigning Member definition

Assigning Member means a Member who by means of a Transfer has transferred an Economic Interest in the Company to an Assignee.
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Assigning Member has the meaning set forth in Section 5.1.
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Assigning Member means a Member that has transferred or otherwise assigned its Membership Interest in the Company to another Person.
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Examples of Assigning Member in a sentence

  • The Company will not charge the Assigning Member for Assignments except for necessary and reasonable costs actually incurred by the Company.

  • Each Member shall Vote in proportion to the Member’s Percentage Interest as of the governing record date, determined in accordance with Section 7.2. If a Member has assigned all or part of the Member’s Economic Interest to a person who has not been admitted as a Member, the Assigning Member shall Vote in proportion to the Percentage Interest that the Assigning Member would have had, if the assignment had not been made.

  • Each Member will Vote in proportion to the Member’s Percentage Interest as of the governing record date, determined in accordance with Section 7.2. If a Member has assigned all or part of the Member’s Economic Interest to a person who has not been admitted as a Member, the Assigning Member will Vote in proportion to the Percentage Interest that the Assigning Member would have had if the assignment had not been made.

  • In the event that an Assignee does not become a Member of the Company, the Assigning Member shall retain all rights to participate in the management of the business and the affairs of the Company, including all Member voting rights and all other rights not transferred to Assignee, and the Assigning Member shall be entitled to exercise all such rights on its own behalf or on behalf of the Assignee to the same extent as prior to any such transfer.

  • Until the Assignee becomes a Substituted Member, the Assigning Member will continue to be a Member and to have the power to exercise any rights and powers of a Member under this Agreement.

  • If a Member has assigned all or part of the Member's Economic Interest to a person who has not been admitted as a Member, the Assigning Member shall vote in proportion to the Voting Interest that the Assigning Member would have had if the assignment had not been made.

  • Any Person admitted to the Company as a ---------------------------- Substituted Member shall be subject to all the provisions of this Agreement that apply to the Member from whom the Membership Interest was assigned; provided, however, that the Assigning Member shall not be released from liabilities as a Member solely as a result of the assignment, both with respect to obligations to the Company and to third parties, incurred prior to the assignment.

  • If there is more than one Assigning Member, the Assigning Members shall allocate the ROFO Price between or among them as determined by the Assigning Members, which shall be disclosed in the ROFO Notice, and all actions required by the Assigning Member(s) pursuant to this Section 11.4 shall be agreed upon by all of the Assigning Members so that they act in a single, unified manner.

  • In addition, if performing Members are unwilling to purchase the entire offered Membership Interest, the Assigning Member may treat either the entire Membership Interest that is the subject of the First Offer Notice or such portion thereof as the non-performing Member had elected to purchase as not subscribed pursuant to the First Offer, in which case such Membership Interest or portion thereof (if the remaining amount is being sold to the performing Members) may be Assigned as set forth below.

  • An Assignee will become a Member when, but only when, the Members shall have approved substitution of such Assignee for the Assigning Member and the Assignee shall have executed and delivered a joinder agreement to become a party to this Agreement in form and substance reasonably satisfactory to the Manager.


More Definitions of Assigning Member

Assigning Member is defined in Section 11.4(a).
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Assigning Member means a Member who has assigned his or her membership interest.
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Assigning Member means a Member who by means of a Transfer has assigned or otherwise caused an Economic Interest in the Company to be transferred to an Assignee.
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Assigning Member has the meaning set forth in Section 9.3 hereof.
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Assigning Member means any Member that has or will Assign its Shares.
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Assigning Member has the meaning set forth in Section 8.03(b) of this Agreement.
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Related to Assigning Member

  • Transferring Member has the meaning set forth in Section 9.4.

  • Purchasing Member means a municipal utility which purchases electricity from a municipal electric cooperative association of which it is a member.

  • Founding Member means any individual who is either:

  • Selling Member has the meaning set forth in Section 10.5(a).

  • Disposing Member is defined in Section 4.1.

  • Founding Members means the collective reference to American Multi-Cinema, Inc., a Missouri corporation, Cinemark Media, Inc., a Delaware corporation, and Regal CineMedia Holdings, LLC, a Delaware limited liability company.

  • Remaining Members has the meaning set forth in Section 11.2.

  • Redeeming Member has the meaning set forth in Section 11.01(a).

  • ☐ - MULTI-MEMBER The “Capital Account” for each Member shall mean the account created and maintained for the Member in accordance with Section 704(b) of the Internal Revenue Code and Treasury Regulation Section 1.704-1(b)(2)(iv).

  • Continuing Member means a member of the Board of Directors of the Company who either (a) was a member of the Company's Board of Directors on the Effective Date and has been such continuously thereafter or (b) became a member of such Board of Directors after the Effective Date and whose election or nomination for election was approved by a vote of the majority of the Continuing Members then members of the Company's Board of Directors.

  • Transferring Party has the meaning given such term in Section 5.2(b).

  • Other Member means a Voting Member who is not an Eligible Account Holder or a Supplemental Eligible Account Holder.

  • Contributing Member shall have the meaning set forth in Section 3.2(b).

  • Class B Member means a Member holding one or more Class B Ordinary Shares.

  • Redeeming Partner has the meaning set forth in Section 8.6.A.

  • Transferring Stockholder has the meaning assigned to such term in Section 3.4(a).

  • Initiating Member shall have the meaning provided in Section 15.2(a).

  • Subject Lender has the meaning assigned to that term in subsection 2.9.

  • Transferring Shareholder has the meaning set out in Section 6.1; and

  • Assigning Lender means as specified in Section 13.8(b).

  • Bona fide member means an individual who participates in activities of a qualified organization

  • Exchanging Member means a Member that Exchanges some or all of its Units.

  • Voting Member means a Member holding one or more Voting Shares.

  • New member means a person first employed on or after Septem- ber 1, 2005, including a former member who withdrew retirement contributions under Government Code 822.003 and is reemployed on or after September 1, 2005.

  • Non-Managing Member means any Member other than the Managing Member.

  • Investor Member means a member that has made a contribution to a limited cooperative association and: