Death of Member. Upon the death of the Member, the Company shall be dissolved. By separate written documentation, the Member shall designate and appoint the individual who will wind down the Company’s business and transfer or distribute the Member's Interests and Capital Account as designated by the Member or as may otherwise be required by law.
Death of Member a. Upon the death of a Member, the remaining LLC members shall cause a prompt preparation of financial statements for the LLC as of the end of the month in which the Member died which shall be the effective date of death for the deceased Member for accounting purposes under this agreement. For purposes of this section, if LLC Units are titled in the name of a revocable trust, the trustee of said revocable trust shall be treated as the Member.
b. The estate of the deceased Member (or his revocable trust if the LLC Units were so titled) shall receive, in exchange for his or her LLC Units, the Death Compensation Amount to be paid within 2 years of the effective date of the Member's death. The payments shall be made in two equal installments payable at the annual anniversary of the effective date of death with no interest being due nor owing upon the outstanding amount.
Death of Member. 21.1. In the event that a member dies while in the employ of the Board, the member’s estate or beneficiary shall be provided with a cheque in the amount of ten thousand dollars ($10,000) within two (2) business days of the request being made, provided that the member’s beneficiary or estate provides a written agreement to repay the full amount upon receipt of the member’s group life insurance benefit, which is detailed in article 11.2. (2003 AA)
21.2. Where a Custodial Officer is killed or dies as a direct result of injuries received in the lawful performance of the member’s duties, leaving a spouse and/or any dependent child as defined under the Income Tax Act, the Board shall pay to the estate of the deceased member the equivalent of one (1) year of the deceased’s salary at time of death, as per Schedule A. Such payment shall be made within six (6) months of the date of death.
Death of Member. If a Member dies the survivor or survivors where he was a joint Holder, and his personal representatives where he was a sole Holder or the only survivor of joint Holders, shall be the only persons recognised by the Company as having any title to his interest in the Shares; but nothing herein contained shall release the estate of a deceased Member from any liability (whether sole or joint) in respect of any Share which had been held by him.
Death of Member. (a) Upon the death of any Member, the estate or personal representative of the deceased Member shall have the option to request the Company repurchase the deceased Member’s Interest subject to and in accordance with the applicable Code and Treasury Regulations regarding Publicly Traded Partnerships. If the estate or personal representative makes such a request, the Company may elect, in its sole discretion and subject to Section 10.4(b) below, to purchase the deceased Member’s Interest at the Redemption Value of such Interest in effect at the date of death as determined in accordance with Section 10.10 below, and on the terms and conditions set forth in Section 10.5 and Section 10.6 below. This request may be made by the deceased Member’s estate or personal representative by providing written notice to the Company within one hundred twenty (120) days after the date of death; provided, however, the Company will not repurchase such interest earlier than sixty (60) days after receipt of the written notice from the estate or personal representative requesting the purchase.
(b) Any Transfer pursuant to this Section 10.4 shall be subject to a determination by the Board that such Transfer shall not cause the Company to be deemed a Publicly Traded Partnership, and such Transfer shall be affected in accordance with this Agreement, the Code and applicable Treasury Regulations, and shall be further subject to the prior approval of the Board which may be withheld in its sole discretion.
(c) Beginning August 31, 2005, the estate or personal representative of a deceased Member may not transfer fewer than five (5) Units to any transferee (except in the case where all Units owned by the deceased Member are transferred to a single transferee). Any purported transfer pursuant to this Section 10.4 of fewer than five (5) Units to any transferee, except in the case where all Units are to be transferred to a single transferee, shall be deemed to be an offer by the estate or personal representative to sell the affected Units to the Company in accordance with the terms set forth in Section 10.4(a) above. If the Company elects to purchase the affected Units in that case, the estate or personal representative shall be required to sell the Units to the Company in accordance with such terms and conditions. For this purpose, the affected Units shall include any Units intended to be transferred in an amount of fewer than five (5) Units.
Death of Member. (i) Upon the Company’s receipt of notice of the death of a Member, the Company shall have an option to purchase all, but not less than all, of the deceased Member’s Units for the appraised value as determined in Section 9.3(b) above and upon the other terms and conditions provided in Sections 9.3(c) and 9.3(d) by giving an Acceptance Notice to the decedent’s estate and his or her executors, administrators, legal representatives and/or such parties’ successors in interest (the “Personal Representative”). The Personal Representative shall have a period of twelve months to respond to the offer from the Company.
(ii) Within the above referenced twelve-month period, the Personal Representative shall do all things necessary or appropriate to cause the decedent’s Units to be promptly Transferred in accordance with this Section 9.4.
(iii) If the Company fails to timely exercise the option granted to them under this Section 9.4(a), the Units of the deceased Member may be Transferred under the deceased Member’s will or trust or by operation of law, as applicable.
(iv) The Company may maintain life insurance on the lives of the Members in order to fund a purchase of the deceased Member’s Units. If the proceeds of the life insurance are not sufficient to pay the entire appraised value of the Units, the Company may issue a promissory note of for the deficit which shall be paid over a period of four years on a monthly basis which promissory note shall accrue interest at a rate of 4% per year simple interest.
Death of Member. In the event of and concurrently upon the death of a Member such Member’s Units shall be redeemed by the Company and in exchange the Company shall pay to the estate of the deceased Member a sum of money equal to the Buy-Out Price. The Buy-Out Price will be paid in accordance with the terms of Sections 4.07 and 4.08.
Death of Member. (a) Upon the death of any Member, the estate or personal representative of the deceased Member shall have the option to request the Company repurchase the deceased Member’s Interest subject to and in accordance with the applicable Code and Treasury Regulations regarding Publicly Traded Partnerships. If the estate or personal representative makes such a request, the Company may elect, in its sole discretion and subject to Section 10.4(b) below, to purchase the deceased Member’s Interest at the Redemption Value of such Interest in effect at the date of death as determined in accordance with Section 10.10 below, and on the terms and conditions set forth in Section 10.5 and Section 10.6 below. This request may be made by the deceased Member’s estate or personal representative by providing written notice to the Company within one hundred twenty (120) days after the date of death; provided, however, the Company will not repurchase such interest earlier than sixty (60) days after receipt of the written notice from the estate or personal representative requesting the purchase.
(b) Any Transfer pursuant to this Section 10.4 shall be subject to a determination by the Board that such Transfer shall not cause the Company to be deemed a Publicly Traded Partnership, and such Transfer shall be affected in accordance with this Agreement, the Code and applicable Treasury Regulations, and shall be further subject to the prior approval of the Board which may be withheld in its sole discretion.
Death of Member. Commencing upon the death of a Member, the surviving Members shall for a period of ninety (90) days have the option to purchase all or any portion of the deceased Member's Membership Interest at Fair Value (determined as of the date of the death of the Member); provided, however, the exercise of said option shall require the approval of the unanimous consent of the Managers. Upon the expiration of ninety (90) days after the death of a Member, the Company shall be obligated to purchase all, and not less than all, of the deceased Member's Membership Interest at Fair Value which the surviving Members do not elect to purchase pursuant to the option granted in the preceding sentence. The Assignee (which may include spouse and executors or administrators of the deceased Member) shall sell all of the deceased Member's Membership Interest to the Company and/or the other Members in accordance with the option or obligation established by this paragraph.
Death of Member. If upon the death of a member the member’s interest in the Company passes by will, trust, or intestate succession to a member’s immediate family, such legatee or distributee, by assuming in writing the terms of the Subscription Agreement and Occupancy Agreement within 60 days after such member’s death, and by paying all amounts due thereunder, may become a member of the Company. If a member dies and an obligation is not assumed in accordance with the foregoing, then the Company shall have an option to purchase the membership from the deceased member’s estate or trust in the manner provided in paragraph
