Diluted Member definition

Diluted Member has the meaning set forth in Section 3.03(b)(ii)(B). Dispose, Disposing, or Disposition – means, with respect to any asset (including a Membership Interest or any portion thereof), a sale, assignment, transfer, conveyance, gift, exchange or other disposition of such asset, whether such disposition be voluntary, involuntary or by operation of Law (and, with respect to a Membership Interest, any derivative or similar arrangement whereby a portion or all of the economic interests in, or risk of loss or opportunity for gain with respect to, such Membership Interest is transferred or shifted to another Person), including the following: (a) in the case of an asset owned by a natural person, a transfer of such asset upon the death of its owner, whether by will, intestate succession or otherwise; (b) in the case of an asset owned by an entity, (i) a merger or consolidation of such entity (other than where such entity is the survivor thereof) or (ii) a distribution of such asset by such entity to its shareholders, partners, members, or other equity owners, including in connection with the dissolution, liquidation, winding-up or termination of such entity (unless, in the case of dissolution, such entity’s business is continued without the commencement of liquidation or winding-up); and (c) a disposition in connection with, or in lieu of, a foreclosure of an Encumbrance; but such terms shall not include the creation of an Encumbrance.
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Diluted Member has the meaning set forth in Section 6.1(f).
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Examples of Diluted Member in a sentence

  • The Diluted Member shall thereafter be entitled to appoint three (3) individuals to the Board while the other Member shall be entitled to appoint four (4) individuals to the Board.

  • To the extent one or more Diluted Member(s) exercise their Shipper Assignee Buy-out Right, such Diluted Member will be deemed a Change Purchasing Member.

  • To the extent one or more Diluted Member(s) exercise the Shipper Assignee Preferential Right, each such Diluted Member will be deemed a Preferential Purchasing Member.

  • Each Diluted Member shall have 30 Days following the determination of the Fair Market Value of such Membership Interest in which to notify each other Member and the Changing Member whether it desires to exercise its Shipper Assignee Buy-out Right.

  • Each Diluted Member shall have 30 Days following receipt of the Disposition Notice (or if the price to be paid pursuant to such offer is not in cash, then 30 Days following the determination of the Fair Market Value of such Membership Interest) in which to notify the Disposing Member whether it desires to exercise its Shipper Assignee Preferential Right.

  • The current Plan, drawn up in 2001, sets out the broad development strategy for the country for the next 40 to 50 years.

Related to Diluted Member

  • Interested Member means any person (other than the Company and any direct or indirect majority-owned subsidiary of the Company) that:

  • Substituted Member means a Person that is admitted as a Member to the Company pursuant to Section 12.01.

  • Designated member means the spouse, child, grandchild, parent, brother, or sister of a deceased individual who owned an interest in a wholesaler, who is entitled to inherit the deceased individual's ownership interest in the wholesaler under the terms of the deceased individual's will, or who has otherwise been designated in writing by the deceased individual to succeed the deceased individual in the wholesaler's business, or is entitled to inherit such ownership interest under the laws of intestate succession of this state. With respect to an incapacitated individual owning an ownership interest in a wholesaler, the term means the person appointed by a court as the conservator of such individual's property. The term also includes the appointed and qualified personal representative and the testamentary trustee of a deceased individual owning an ownership interest in a wholesaler.

  • Preferred Member means a Member holding Preferred Units.

  • Individual Member means a registered, financial Member of the Club who is at least 18 years of age.

  • Related member means a person that, with respect to the taxpayer during all or any portion of the taxable year, is either a related entity, a component member as defined in section 1563(b) of the Internal Revenue Code, or a person to or from whom there is attribution of stock ownership in accordance with section 1563(e) of the Internal Revenue Code except, for purposes of determining whether a person is a related member under this division, "twenty per cent" shall be substituted for "5 percent" wherever "5 percent" appears in section 1563(e) of the Internal Revenue Code.

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

  • Initial Member has the meaning set forth in the introductory paragraph.

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

  • Additional Member means a Person admitted as a Member of the Company as a result of an issuance of Shares to such Person by the Company.

  • Class B Stockholder means (i) the registered holder of a share of Class B Common Stock at the Effective Time and (ii) the initial registered holder of any shares of Class B Common Stock that are originally issued by the Corporation after the Effective Time.

  • Tribal Member means an enrolled member of the Tribe.

  • Initial Members means those Persons whose names are set forth in the first sentence of this Agreement. A reference to an “Initial Member” means any of the Initial Members.

  • Principal Member means the person who signs the application and is responsible for the payment of premiums.

  • Vote Limited Member means any Member who beneficially owns 5% or more of the outstanding Class A shares (excluding Masterworks Shares) submits a Vote Limit Certificate to the Board which designates such Member as a Vote Limited Member, either separately or jointly with one or more other Members.

  • Additional Members means those Members, if any, admitted to the Company after the Effective Date.

  • Special Member means, upon such person’s admission to the Company as a member of the Company pursuant to Section 5(c), a person acting as Independent Director, in such person’s capacity as a member of the Company. A Special Member shall only have the rights and duties expressly set forth in this Agreement.

  • Common Unitholder means a Member who is the registered holder of Common Units.

  • Deferred member means a person who elected to receive deferred vested retirement

  • Investor Limited Partner means any Limited Partner so designated at the time of its admission as a partner of the Partnership.

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

  • Unit Holder means the owner of one or more Units.

  • Qualified Member means a member of the Committee who is a “Non-Employee Director” within the meaning of Rule 16b-3(b)(3) and an “outside director” within the meaning of Regulation 1.162-27 under Code Section 162(m).