Declining Member definition

Declining Member shall have the meaning specified in Section 8.2(c).
Declining Member shall have the meaning specified in Section 3.03(b).
Declining Member has the meaning ascribed thereto in Section 9.2.

Examples of Declining Member in a sentence

  • If any Offeree Member (a "Declining Member") declines to purchase all or any part of its pro rata portion of the Offered Units, the non-Declining Members may purchase the declined Offered Units on a pro rata basis.

  • Within ten (10) business days after receipt of notice from the Declining Member, the non-Declining Member may elect to contribute both its share and the Declining Member's share of the Additional Capital Contribution, and thereafter, the percentage interests of the Members will be adjusted, on a dollar-for-dollar basis, to reflect the new relative proportions of the capital accounts of the Members.

  • In the event a Member (a "Declining Member") declines to make an Additional Capital Contribution, it will notify the other Member and the Company in writing within ten (10) business days of delivery of the Capital Call Notice requesting such Additional Capital Contribution.

  • Each Contributing Member shall have the right, thereafter, within three days after receipt of the Shortfall Notice to contribute all or a portion of such Member(s)’ Shortfall Amount to the Company (a “Shortfall Contribution”), in which event such Shortfall Contribution shall be treated as a loan to the Declining Member (each, a “Member Loan”).

  • Any such payment that would otherwise be distributed hereunder to a Declining Member that is made to the Non-Declining Member who has made a Member Loan shall be treated for all purposes of this Agreement as having been distributed to the Declining Member.

  • The distributions paid on the Member Loan shall nonetheless be considered distributions to the Declining Member for all purposes under this Agreement, including but not limited to determination of the Declining Member’s Capital Contribution Balance and whether the Declining Member has received it Minimum Preferred Return.

  • Each Declining Member and Curing Member hereby appoints the Board of Managers, or any officer designated by the Board of Managers, as the Declining Member’s and Curing Member’s duly authorized agent and attorney-in-fact for purposes of preparing and executing any amendments to this Agreement necessary to reflect any adjustment of Interests under this Section 4.2(b)(ii) .

  • If within 30 days after notice to the Members of the need for such financing, either Member declines to participate in providing its pro rata portion of such financing (the "Declining Member"), the Member who agreed to participate (the "Participating Member") may elect to provide the portion of the financing declined by the Declining Member.

  • A failure to undertake these actions would be non- responsive to the Congressional mandates and the NTSB recommendations.

  • In purchasing such Approving Member’s equity interest in the Independent Plant, the Additional Payment shall be paid by the Declining Member exercising such right.


More Definitions of Declining Member

Declining Member has the meaning set forth in Section 4.01(b)(vi)(B).
Declining Member is defined in Section 4.2(b) .
Declining Member. Section 6.1(c)(ii) “Disclosing Party” Section 10.1(b) “Effective Dateintroductory paragraph “Headwaters” introductory paragraph “Headwaters Representatives” Section 3.3(a) “Liquidating Trustee” Section 9.4(a)
Declining Member shall have the meaning set forth in Section 4.14(a).
Declining Member shall have the meaning set forth in Section 3.1(c)(ii) of this Agreement.
Declining Member has the meaning given to that term in Section 4.05 herein.

Related to Declining Member

  • Founding Member means any individual who is either:

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

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

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

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

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

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

  • Disposing Member is defined in Section 4.1.

  • Participating member means a member who is required to make mandatory contributions by the applicable retirement act to his or her health reimbursement account.

  • 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.

  • 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.

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

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

  • Presiding Member means the presiding member of a committee or the deputy presiding member, or a member of the committee when performing a function of the presiding member in accordance with the Act;

  • Trading Member means a Person who has been approved by Nadex to trade directly and not through a FCM Member on the Market, and does not include any FCM Member.

  • Managing Member means CEF Equipment Holding, L.L.C., a Delaware limited liability company or any successor Managing Member under the Issuer Limited Liability Company Agreement.

  • 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.

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

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

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

  • Defaulting Member the meaning set forth in Section 3.2(a).

  • Active member means a member of the pension program or the individual account program

  • Junior Member means a registered Member of the Club who is younger than 18 years of age.

  • Full Member means any person who is in one of the categories of membership referred to in Rule 10.3.

  • Panel Member ’ means a member of a panel;

  • Teaching staff member means an employee who holds a position for which a certificate issued by the New Jersey State Board of Examiners is required.