Called Member definition

Called Member is defined in Section 12.5.2(a).
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Called Member has the meaning set forth in Section 11.9(a).
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Called Member has the meaning set forth in Section 11.01(c)(i). “Called Unit” has the meaning set forth in Section 11.01(c)(i).
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Examples of Called Member in a sentence

  • By delivering a Call Notice, Leucadia is irrevocably committing to purchase the Call Units from the Called Member.

  • The Called Member shall transfer its Membership Interest free and clear of all liens, security interests, claims, and encumbrances.

  • No Redemption, Call or Direct Exchange shall relieve such Redeeming Member or Called Member of any prior breach of this Agreement.

  • At such closing, the Called Member shall deliver such documents as the Calling Member may reasonably request to transfer good and indefeasible title to the Call Interests.

  • Such Fair Market Value determination shall be binding on the Called Member and the Calling Member.

  • If the Called Member does not object to the Calling Member’s proposed Fair Market Value within such thirty (30) day period and/or does not engage a Second Call Appraiser, then the Called Member will be deemed to have accepted the Calling Member’s proposed Fair Market Value of the Call Interests.

  • If the Fair Market Value determinations of the First Call Appraiser and the Second Call Appraiser differ by an amount equal to or less than 10% of the higher of the two determinations of the Fair Market Value, then the Fair Market Value shall equal the arithmetic average of the two determinations (which shall be binding on the Calling Member and the Called Member).

  • Each Called Member hereby grants to the ZASH Member a limited power of attorney to execute any and all documents necessary to carry out the transactions contemplated by this Section 9.3 if the Called Member fails to execute and deliver after a reasonable period of time any document or instrument or fails to take any required action to consummate such transactions.

  • At the closing, (a) the ZASH Member will pay each Called Member the Call Price for the Called Member’s Membership Interest in cash by wire transfer of immediately available funds to an account as designed by the Called Member, and (b) each Called Member will deliver to the ZASH Member such other documents or instruments as the ZASH Member may reasonably request to effect the purchase of the Called Member’s Membership Interest.

  • It is expressly intended by each Called Member that the power of attorney granted by this Section 9.3.4 is coupled with an interest, is irrevocable, and will survive and not be affected by the Incapacitation of the Called Member (or if the Called Member is a corporation, partnership, trust, association, limited liability company or other legal entity, by the dissolution or termination thereof) or by the Transfer (if any) of any of the Called Member’s Membership Interest.


More Definitions of Called Member

Called Member is defined in Section 4.6(a)(i).
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Called Member has the meaning set forth in Section 11.01(c)(i). “Called Unit” has the meaning set forth in Section 11.01(c)(i). “Canadian Dollar Equivalent” means in respect of an amount expressed in U.S. dollars at any date, the product obtained by multiplying (i) such amount expressed in U.S. dollars by (ii) the average U.S. dollar / Canadian dollar daily exchange rate as published by the Bank of Canada for the period of five Business Days prior to the date of conversion. “Canco” means Wolverine Partners Corp., a Canadian corporation, together with its successors and assigns.
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